Zecca John 4

What Happened

• John Zecca, EVP & Global CLO of NASDAQ, received an award of 7,339 Restricted Stock Units (RSUs) on April 1, 2026 (transaction code A). The award is reported at $0.00 per share because RSUs are contingent rights to receive stock upon vesting.
• On the same date, 2,097 shares were surrendered/withheld to cover taxes in connection with the settlement of an equity award (transaction code F) at a reported per-share value of $84.89, for a total withholding value of $178,014. This withholding is a disposition for tax purposes, not a market sale.

Key Details

• Transaction date: 2026-04-01.
• Award: 7,339 RSUs (A). RSUs have no exercise price; they convert to shares upon vesting.
• Tax withholding: 2,097 shares withheld (F) at $84.89/share = $178,014.
• Reported beneficial ownership after the transaction (per filing footnote): 27,513 restricted shares (4,158 vested) and 126,601 shares underlying PSUs (118,575 vested).
• Vesting schedule for the new RSUs (footnote): 33% on Apr 1, 2028; 33% on Apr 1, 2029; remainder on Apr 1, 2030.
• Filing timeliness: Reported period and transaction date are Apr 1, 2026; filing date Apr 2, 2026 — no late filing indicated.

Context

• RSU grants are awards that vest over time (not an open-market purchase), so they are generally routine compensation rather than a direct bullish or bearish signal. The 2,097-share disposition reflects tax withholding to settle part of the award, a common administrative step known as "shares withheld for taxes."