NASDAQ, INC. — Director's Dealing 2012

May 24, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NASDAQ OMX GROUP, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2012-05-22

Reporting Person: EKHOLM BORJE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-22	Common Stock, par value $0.01 per share	A	8738	—	Acquired	26737	Direct

Footnotes

F1: Restricted stock vests as to 100% on May 22, 2013.

F2: Represents (i) unvested units of restricted stock granted pursuant to The NASDAQ OMX Group, Inc. Equity Incentive Plan and (ii) 10,000 shares of common stock acquired through open market purchases. Excludes shares of NASDAQ OMX common stock owned by Patricia Holding AB. Patricia Holding AB is a wholly owned subsidiary of Investor AB, of which Mr. Ekholm is President and Chief Executive Officer. Mr. Ekholm disclaims beneficial ownership of such shares.