3//SEC Filing
THOMA BRAVO UGP, LLC 3
Accession 0000950170-23-058912
CIK 0001120193other
Filed
Nov 2, 8:00 PM ET
Accepted
Nov 3, 5:22 PM ET
Size
7.5 KB
Accession
0000950170-23-058912
Insider Transaction Report
Form 3
NASDAQ, INC.NDAQ
Adenza Parent, LP
Director10% Owner
Holdings
- 85,608,414
Common Stock, par value $0.01 per share
THOMA BRAVO UGP, LLC
Director10% Owner
Holdings
- 85,608,414
Common Stock, par value $0.01 per share
Footnotes (2)
- [F1]The securities reported herein were acquired pursuant to that certain Agreement and Plan of Merger dated as of June 10, 2023 (the "Merger Agreement"), by and among the Issuer, Argus Merger Sub 1, Inc., Argus Merger Sub 2, LLC, Adenza Holdings, Inc. ("Adenza") and Adenza Parent, LP ("Adenza Parent"). In connection with the closing of the transaction on November 1, 2023, Adenza Parent acquired 85,608,414 shares of common stock, par value $0.01 per share (the "Common Stock"), of the Issuer and cash consideration in exchange for Adenza Parent's equity in Adenza. This amount represents 85,608,414 shares of Common Stock held directly by Adenza Parent.
- [F2]Thoma Bravo UGP, LLC ("Thoma Bravo UGP") is the ultimate general partner of certain investment funds affiliated with Thoma Bravo UGP (the "Thoma Bravo Funds"), and the Thoma Bravo Funds and certain unaffiliated investors are limited partners of Adenza Parent. By virtue of the relationships described in this footnote, Thoma Bravo UGP may be deemed to beneficially own shares of Common Stock directly owned by Adenza Parent. The Thoma Bravo Funds and Thoma Bravo UGP disclaim beneficial ownership of the shares of Common Stock directly owned by Adenza Parent except to the extent of their pecuniary interest therein.
Documents
Issuer
NASDAQ, INC.
CIK 0001120193
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001813487
Filing Metadata
- Form type
- 3
- Filed
- Nov 2, 8:00 PM ET
- Accepted
- Nov 3, 5:22 PM ET
- Size
- 7.5 KB