SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
01/09/2023
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3. Issuer Name and Ticker or Trading Symbol
NASDAQ, INC.
[ NDAQ ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
|
10% Owner |
| X |
Officer (give title below) |
|
Other (specify below) |
| Interim Head of AFC |
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
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2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Common Stock, par value $0.01 per share |
138
|
D |
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
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| Remarks: |
|
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/s/ Alex Kogan, by power of attorney |
01/19/2023 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and
appoints each of John A.
Zecca, Jeffrey S. Davis, Alex Kogan and Erika Moore (and any other employee of
Nasdaq, Inc. (the
"Company") or one of its direct or indirect wholly-owned subsidiaries designated
in writing by one of the
attorneys-in-fact), each acting individually, the undersigned's true and lawful
attorney-in-fact to:
(1) prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the
U.S. Securities and Exchange Commission (the "SEC") a Form ID, including
amendments thereto,
and any other documents necessary or appropriate to obtain codes and passwords
enabling the
undersigned to make electronic filings with the SEC of reports required by
Section 16(a) of the
Securities Exchange Act of 1934 or any rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or
director of the Company, Forms 3, 4, and 5 in accordance with Section 16(a) of
the Securities
Exchange Act of 1934 and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or
desirable to complete and execute any such Form 3, 4, or 5, complete and execute
any amendment
or amendments thereto, and timely file such form with the SEC and any stock
exchange or similar
authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform
any and every act and thing whatsoever requisite, necessary, or proper to be
done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that
such attorney-in-fact, or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the
undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until (i)
the undersigned is no longer
required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of
and transactions in securities
issued by the Company, (ii) with respect to an attorney-in fact, such time as
the attorney-in-fact ceases to be
an employee of the Company or one of its direct or indirect wholly-owned
subsidiaries or (iii) this Power of
Attorney is revoked by the undersigned in a signed writing delivered to the
Company.
From and after the date hereof, any Power of Attorney previously granted
by the undersigned
concerning the subject matter hereof is hereby revoked.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of
this 11th day of January 2023.
/s/ Brendan Brothers
Signature
Brendan Brothers
Print Name
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