=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-06-10
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: NASDAQ, INC. (NDAQ)
CIK: 0001120193
--- Reporting Owner ---
Name: SPAHT PAUL HOLDEN JR.
CIK: 0001862654
Role: Director
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock, par value $0.01 per share
Date: 2026-06-10 | Code: A (Grant or award)
Shares: +2,998 | Price: $0.00
Shares Owned After: 13,399 | Ownership: D (Direct)
Footnotes:
[F1] Represents an award of Restricted Stock Units (RSUs) granted pursuant to the Issuer's Equity Incentive Plan. Each unit represents a contingent right to receive one share of the Issuer's Common Stock. The entirety of the RSUs vest on June 10, 2027.
[F2] Represents 13,399 RSUs granted pursuant to Nasdaq's Equity Incentive Plan, of which 10,401 are vested as of the filing date of this Form 4.
[F3] Because such restricted stock are held by the reporting person for the benefit of Thoma Bravo, L.P., the reporting person disclaims beneficial ownership of and all right, title, and interest in the restricted stock reported or referenced herein and the filing of this statement shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of the reported securities.
--- Footnotes (Complete Index) ---
F1: Represents an award of Restricted Stock Units (RSUs) granted pursuant to the Issuer's Equity Incentive Plan. Each unit represents a contingent right to receive one share of the Issuer's Common Stock. The entirety of the RSUs vest on June 10, 2027.
F2: Represents 13,399 RSUs granted pursuant to Nasdaq's Equity Incentive Plan, of which 10,401 are vested as of the filing date of this Form 4.
F3: Because such restricted stock are held by the reporting person for the benefit of Thoma Bravo, L.P., the reporting person disclaims beneficial ownership of and all right, title, and interest in the restricted stock reported or referenced herein and the filing of this statement shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of the reported securities.
--- Signature ---
/s/ /s/ Alex Kogan, by power of attorney (2026-06-12)
