NASDAQ, INC. — Director's Dealing 2016

Jan 5, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NASDAQ, INC. (NDAQ)
CIK: 0001120193
Period of Report: 2015-12-31

Reporting Person: HASSEN RONALD (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-31	Common Stock, par value $0.01 per share	F	1956	$58.17	Disposed	42037	Direct

Footnotes

F1: Represents the surrender of shares to pay withholding taxes in connection with a vesting of equity previously granted under Nasdaq's Equity Incentive Plan.

F2: Represents (i) 26,632 vested shares or units of restricted stock, (ii) 14,639 shares underlying performance share units, of which 11,282 shares are vested and (iii) 766 shares purchased under the Employee Stock Puchase Plan.