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NASDAQ, INC. Director's Dealing 2014

Feb 25, 2014

30011_dirs_2014-02-25_64b42675-5bc6-4b73-89e9-40626d77ffb4.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: NASDAQ OMX GROUP, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2013-12-31

Reporting Person: HASSEN RONALD (Senior Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-12-31 Common Stock, par value $0.01 per share F 2714 $39.80 Disposed 75268 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (Right to Buy) $19.75 2020-03-04 Common Stock (13787) 13787 Direct
Employee Stock Option (Right to Buy) $20.04 2017-08-03 Common Stock (12707) 12707 Direct
Employee Stock Option (Right to Buy) $25.07 2018-12-17 Common Stock (15176) 15176 Direct
Employee Stock Option (Right to Buy) $25.28 2021-03-28 Common Stock (14165) 14165 Direct

Footnotes

F1: The transactions reported on this Form 4 consist of surrenders of shares to pay withholding taxes in connection with the vestings of equity previously granted under NASDAQ OMX's Equity Incentive Plan.

F2: Represents (i) 55,572 shares or units of restricted stock, of which 5,572 are vested, (ii) 14,543 shares underlying PSUs, of which 9,647 shares are vested and (iii) 5,153 shares purchased under the Employee Stock Puchase Plan.

F3: Options exercisable on March 4, 2014.

F4: Options exercisable.

F5: Options exercisable.

F6: Options exercisable on March 28, 2014.