NASDAQ, INC. — Director's Dealing 2013

Nov 21, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NASDAQ OMX GROUP, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2013-11-19

Reporting Person: Jochumsen Hans-Ole (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-19	Common Stock, par value $0.01 per share	M	39458	$25.07	Acquired	148462	Direct
2013-11-19	Common Stock, par value $0.01 per share	S	54458	$37	Disposed	94004	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-19	Employee Stock Option (Right to Buy)	$25.07	M	39458	Disposed	2018-12-17	Common Stock (39458)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$19.75	2020-03-04	Common Stock (22059)	22059	Direct
Employee Stock Option (Right to Buy)	$25.28	2021-03-28	Common Stock (33995)	33995	Direct
Employee Stock Option (Right to Buy)	$41.36	2018-03-24	Common Stock (15771)	15771	Direct

Footnotes

F1: Represents (i) 14,700 units of vested restricted stock (ii) 74,883 shares underlying PSUs, of which 27,455 shares are vested and (iii) 4,421 shares purchased pursuant to the Employee Share Purchase Plan.

F2: Options exercisable as to 100%.

F3: Options exercisable on March 4, 2014.

F4: Options exercisable on March 28, 2014.

F5: Options exercisable as to 100%.