Cohen Tal - 11 Feb 2026 Form 4 Insider Report for NASDAQ, INC. (NDAQ)

Role
Pres. Market Platforms
Signature
/s/ Alex Kogan, by power of attorney
Issuer symbol
NDAQ
Transactions as of
11 Feb 2026
Net transactions value
-$1,705,812
Form type
4
Filing time
13 Feb 2026, 16:03:05 UTC
Previous filing
07 Apr 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Tal Cohen Pres. Market Platforms 151 W. 42ND STREET, NEW YORK /s/ Alex Kogan, by power of attorney 13 Feb 2026 0001781714

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NDAQ Common Stock, par value $0.01 per share Award $0 +43,932 +23% $0.000000 235,674 11 Feb 2026 Direct F1
transaction NDAQ Common Stock, par value $0.01 per share Tax liability $1,705,812 -20,674 -8.8% $82.51 215,000 11 Feb 2026 Direct F2
transaction NDAQ Common Stock, par value $0.01 per share Award $0 +12,842 +6% $0.000000 228,165 11 Feb 2026 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the settlement of performance share units (PSUs) that were previously granted under Nasdaq's Equity Incentive Plan. The ultimate amount of shares of Common Stock to be received under the grant depended upon the achievement of performance goals during a three-year performance period from January 1, 2023 through December 31, 2025.
F2 Represents shares of Common Stock withheld for taxes in connection with the settlement of PSUs, as described above.
F3 Represents PSUs that were previously granted under Nasdaq's Equity Incentive Plan. The ultimate amount of shares of Common Stock to be received under the grant depended upon the achievement of performance goals during a two-year performance period from January 1, 2024 through December 31, 2025. The shares underlying the PSUs will vest on January 4, 2027.
F4 Represents (i) 124,002 shares or units of restricted stock, of which 41,026 are vested, (ii) 102,535 shares of Common Stock underlying PSUs, 89,693 of which are vested, and (iii) 1,628 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan.