Nasdaq, Inc.: elects Börje Ekholm to board; Holden Spaht resigns

What happened

• Nasdaq reported that Mr. Börje Ekholm was elected to the Board of Directors on Oct 21, 2026, effective as of Nov 1, 2026, to serve until the earlier of his death, resignation, or removal or the 2027 annual meeting of shareholders and a successor being duly qualified and elected. The Board has determined that Mr. Ekholm is an independent director and he will serve on the Audit & Risk Committee of the Board.
• Nasdaq reported that on Oct 22, 2026, Holden Spaht notified Nasdaq of his resignation from the Board and all committees effective Dec 31, 2026; the filing states Mr. Spaht’s decision was not the result of any disagreement between Mr. Spaht and Nasdaq.

Key details

• Mr. Ekholm was elected by the Board on Oct 21, 2026 and his service is effective Nov 1, 2026.
• Mr. Ekholm will be compensated as a non-employee director under Nasdaq’s Board Compensation Policy, as amended and restated on Jun 11, 2025.
• Mr. Ekholm is the former president and chief executive officer of Ericsson (Jan 2017 to Sep 2026) and previously served on Nasdaq’s Board from Feb 2011 to Dec 2016, including as chair from May 2012 to Dec 2016.
• An immediate family member of Mr. Ekholm is employed by Nasdaq in a non-officer position and received aggregate total compensation in excess of $120,000 from the beginning of fiscal year 2025 through the date of the filing; the Audit & Risk Committee reviewed and ratified those compensation arrangements in advance of Mr. Ekholm’s election.

Why it may matter

• This Current Report on Form 8-K reports director changes under Item 5.02 (departure of directors or certain officers; election of directors) and describes the election, committee assignment, independence determination, related-party employment and compensation review, and the director resignation described above. The filing does not show why the insider traded or why the company acted.