Nasdaq Announces 11% Increase in Quarterly Dividend, Seeks Approvals to Execute 3-For-1 Stock Split
Increase in quarterly dividend:
- The company has declared a regular quarterly dividend of
$0.60per share on the company's outstanding common stock, an 11% increase. The dividend is payable on June 24, 2022to shareholders of record at the close of business on June 10, 2022. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by the Board of Directors.
Planned 3-for-1 stock split:
- The company has announced its plan to request shareholder approval at the upcoming 2022 Annual Meeting of Shareholders (the “Annual Meeting”) for an increase in the number of authorized shares of common stock through an amendment to the Company’s Amended and Restated Certificate of Incorporation in order to enable a 3-for-1 stock split of the Company’s common stock in the form of a stock dividend.
- Under the terms of the stock split, the Company’s shareholders will receive a dividend of two shares for every share held on the record date, which record date will be fixed following all necessary approvals.
- The proposal is subject to
Securities and Exchange Commission(“SEC”) and shareholder approval. The stock split cannot be effected without both SECand shareholder approval.
- The proposed amendment to the Amended and Restated Certificate of Incorporation will be voted on by shareholders at the Annual Meeting, which will be held on
June 22, 2022.
- Additional details regarding the Annual Meeting, and the proposed stock split, are contained in Nasdaq’s Preliminary Proxy Statement, which was filed with the
SECon April 18, 2022, and will be provided in Nasdaq’s Definitive Proxy Statement, which is expected to be filed with the SECon or about April 28, 2022.
- The SEC’s approval of the amendment is required due to Nasdaq’s operation of national securities exchanges. Upon
SECand shareholder approval, the Nasdaq Board of Directors intends to declare the stock split and set a record date and distribution date for the stock dividend, which is expected to occur in the third quarter of 2022.
Cautionary Note Regarding Forward-Looking Statements
Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to (i) projections relating to our future financial results, total shareholder returns, growth, trading volumes, products and services, ability to transition to new business models, taxes and achievement of synergy targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, divestitures and other strategic, restructuring, technology, de-leveraging and capital allocation initiatives, including the proposed stock split, (iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or regulatory or government investigation or action to which we are or could become a party, and (v) other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, geopolitical instability arising from the Russian invasion of
Nasdaq has filed a preliminary proxy statement and form of proxy card with the
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