Nasdaq, Inc. management check
NDAQ · Financials · Financial Exchanges & Data · CEO Adena T. Friedman
Filings as of
4 good · 2 to watch · 1 flagged, across the seven questions below.
- Good
Have owners done well?
Beat its chosen peers$100 invested at the start of fiscal 2021 grew to $235, against $197 for the peer group the company picked itself.
- Good
Does pay follow performance?
Pay rose and fell with returnsOver 5 years, the CEO's pay actually paid (equity valued at the share price) had a correlation of 0.63 with shareholder return. 1 means pay moved in step; below 0, the opposite way.
- Watch
What does the CEO cost owners?
1.4% of net income$25.0m of reported pay in fiscal 2025, against $1.8bn of net income.
- Watch
Do they own the stock?
Insiders are selling6 insiders sold $8.8m in the last six months and none bought. 8 of 19 sales ran on pre-arranged 10b5-1 plans.
- Flag
Are owners being diluted?
Share count growingDiluted shares changed +6.7% a year over the last three fiscal years. Stock-based pay was 2.0% of revenue in the latest year.
- Good
Is leadership stable?
3 leadership filings in 3 yearsCEO in the pay table: Adena T. Friedman. 3 filings under 8-K item 5.02 (officers or directors leaving or joining, or new pay arrangements) in the last 3 years.
- Good
Are the books clean?
No red flags on fileNo restatements, auditor changes or late filings since 2021.
Against the S&P 500
Each check's score (0–100) and how it compares: the share of ranked S&P 500 companies it matches or beats, and the median in Financials.
| Check | Score | At or above | Sector median |
|---|---|---|---|
| Owner returns | 74 | 49 | |
| Pay for performance | 82 | 83 | |
| CEO cost | 38 | 67 | |
| Skin in the game | — | — | 51 |
| Dilution | 0 | 69 | |
| Stable leadership | 100 | 80 | |
| Clean books | 100 | 100 |
Closest peers
Others in Financial Exchanges & Data, by management score. Nasdaq, Inc. is 42nd of 72 in its sector.
- 84SPGIS&P Global78
- 201ICEIntercontinental Exchange68
- 221CMECME Group67
- 222CBOECboe Global Markets67
- 230MCOMoody's Corporation66
- 234NDAQNasdaq, Inc.66
- 241MSCIMSCI65
- 366COINCoinbase57
- 404FDSFactSet53
Pay versus performance
From the proxy statement filed April 24, 2026. "Actually paid" values stock awards at the share price, so it rises and falls with the stock.
| Fiscal year | CEO | CEO pay | Actually paid | Other executives (avg) | $100 became | Peers | Net income |
|---|---|---|---|---|---|---|---|
| 2025 | Adena T. Friedman | $25.0m | $59.1m | $10.4m | $235 | $197 | $1.8bn |
| 2024 | — | $21.5m | $51.1m | $5.9m | $185 | $179 | $1.1bn |
| 2023 | — | $18.5m | $9.8m | $6.5m | $137 | $139 | $1.1bn |
| 2022 | — | $28.0m | $25.9m | $6.4m | $142 | $121 | $1.1bn |
| 2021 | — | $20.0m | $69.0m | $3.4m | $160 | $136 | $1.2bn |
The board says pay is tied most to Non-GAAP Operating Income. Its other key measures: Net Revenue, ARR, Non-GAAP Diluted EPS.
Insiders and the CEO's stake
6 insiders sold $8.8m in the last six months and none bought. 8 of 19 sales ran on pre-arranged 10b5-1 plans.
- SoldPc Nelson GriggsPres. Capital Access Platforms$3.5mAug 10, 2026
- SoldBradley J PetersonEVP, CIO$2.5mAug 7, 2026
- SoldCohen TalPres. Market Platforms$1.4mApr 27, 2026
- SoldBryan Everard SmithEVP, CPO · 10b5-1 plan$649kAug 3, 2026
Leadership and governance on file
- Mar 12, 2025Leadership change8-K 5.02
- Sep 6, 2024Leadership change8-K 5.02
- Nov 3, 2023Leadership change8-K 5.02
- Sep 1, 2023Leadership change8-K 5.02
- Apr 21, 2023Leadership change8-K 5.02
- Dec 9, 2022Leadership change8-K 5.02
- Jul 25, 2022Leadership change8-K 5.02
- Jun 28, 2022Leadership change8-K 5.02
- Jun 16, 2022Leadership change8-K 5.02
- Mar 29, 2022Leadership change8-K 5.02
- Nov 24, 2021Leadership change8-K 5.02
Latest shareholder vote results: Jun 16, 2026, including the say-on-pay vote.
Where the money went
Over 2021–2025: $4.1bn returned to owners in buybacks and dividends, 66% of net income, and $624.0m of pay in stock.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $5.9bn | $6.2bn | $6.1bn | $7.4bn | $8.3bn |
| Net income | $1.2bn | $1.1bn | $1.1bn | $1.1bn | $1.8bn |
| Stock-based pay | $90.0m | $106.0m | $122.0m | $141.0m | $165.0m |
| Buybacks | $468.0m | $308.0m | $269.0m | $145.0m | $616.0m |
| Dividends | $350.0m | $383.0m | $441.0m | $541.0m | $601.0m |
| Diluted shares | 505m | 498m | 508m | 579m | 579m |
Educational only, not investment advice. Figures are as filed with the SEC: pay from the proxy's pay-versus-performance table, capital allocation from 10-K XBRL data, insider trades from Form 4s over the last six months, events from the last 5 years of filings. The peer group is the one the company chose. See the method.