NASDAQ, INC. — Director's Dealing 2015

May 8, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NASDAQ OMX GROUP, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2015-05-06

Reporting Person: BLACK STEVEN D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-06	Common Stock, par value $0.01 per share	A	5075	$0.00	Acquired	20921	Direct

Footnotes

F1: 1,093 units of restricted stock vest immediately, and the remaining units vest on May 6, 2016.

F2: Represents shares or units of restricted stock granted pursuant to Nasdaq's Equity Incentive Plan, of which 16,939 are vested as of the date hereof.