NASDAQ, INC. — Director's Dealing 2014

May 27, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NASDAQ OMX GROUP, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2014-05-19

Reporting Person: Wittman Thomas A (Executive Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	47077	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$19.75	2020-03-04	Common Stock (4662)		Direct
Employee Stock Option (Right to Buy)	$25.07	2018-12-17	Common Stock (4924)		Direct
Employee Stock Option (Right to Buy)	$25.28	2021-03-28	Common Stock (12748)		Direct
Employee Stock Option (Right to Buy)	$25.75	2018-08-04	Common Stock (3782)		Direct

Footnotes

F1: Represents (i) 34,456 units of restricted stock, of which 25,497 are vested and (ii) 12,621 shares underlying PSUs, of which 4,316 are vested.

F2: Options exercisable.