NASDAQ, INC. — Director's Dealing 2016

May 9, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NASDAQ, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2016-05-05

Reporting Person: EKHOLM BORJE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-05	Common Stock, par value $0.01 per share	A	6961	$0.00	Acquired	49646	Direct

Footnotes

F1: Restricted stock vests as to 100% on May 5, 2017.

F2: Represents (i) 39,646 shares or units of restricted stock granted pursuant to Nasdaq's Equity Incentive Plan, of which 32,685 are vested as of the date hereof and (ii) 10,000 shares of common stock acquired through open market purchases. Excludes shares of Nasdaq 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.