NASDAQ, INC.·4

Apr 7, 4:06 PM ET

Zecca John 4

4 · NASDAQ, INC. · Filed Apr 7, 2026

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Nasdaq EVP John Zecca Sells 780 Shares (Tax Withholding)

What Happened John Zecca, EVP & Global CLO of Nasdaq, had 780 shares of Nasdaq common stock withheld to cover taxes in connection with the settlement of an equity award. The withholding occurred on 2026-04-03 at an effective price of $86.65 per share, generating a disposition value of approximately $67,587. This was a tax-withholding disposition (code F), not an open-market sale.

Key Details

  • Transaction date and price: 2026-04-03 at $86.65 per share.
  • Shares withheld/disposed: 780 shares; total value ≈ $67,587.
  • Filing: Form 4 filed with accession 0001193125-26-145529 on 2026-04-07 (reports the 4/3/2026 transaction).
  • Holdings noted in the filing (footnote F2): 26,733 restricted stock units (5,094 vested) and 126,601 PSUs underlying common stock (118,575 vested).
  • Footnote F1 explains the shares were withheld to satisfy tax withholding obligations related to an equity award.

Context This was a routine tax-withholding action tied to the settlement of an equity award (a common administrative disposition) rather than an open-market sale signaling a view on the stock. Tax withholding reduces the insider’s reported share count but does not necessarily reflect a decision to liquidate holdings for investment reasons.

Insider Transaction Report

Form 4
Period: 2026-04-03
Zecca John
EVP, Global CLO
Transactions
  • Tax Payment

    Common Stock, par value $0.01 per share

    [F1][F2]
    2026-04-03$86.65/sh780$67,587153,334 total
Footnotes (2)
  • [F1]Represents shares of Common Stock withheld for taxes in connection with the settlement of an equity award previously granted under the Issuer's Equity Incentive Plan.
  • [F2]Represents (i) 26,733 shares or units of restricted stock, of which 5,094 are vested and (ii) 126,601 shares of Common Stock underlying PSUs, 118,575 of which are vested.
Signature
/s/ Alex Kogan, by power of attorney|2026-04-07

Documents

1 file
  • 4
    ownership.xmlPrimary

    4