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Nasdaq, Inc. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and Nasdaq, Inc.’s Form 8-K, filed June 16, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 15Ballot items
  • 784Asset managers
  • 12,134Fund votes
  • June 11, 2025Meeting date

Results at a glance

Meeting of June 11, 2025: 15 items on Nasdaq, Inc.’s Form 8-K, filed June 16, 2025: 15 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore Nasdaq, Inc. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by Nasdaq, Inc.

These tallies are Nasdaq, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 16, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Nasdaq, Inc. — official shareholder meeting results, meeting held June 11, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Melissa M. Arnoldi 390,408,725677,809236,098 --24,966,220 99.8%Not verified—
Elect Director: Charlene T. Begley 380,419,86310,665,190237,579 --24,966,220 97%Not verified—
Elect Director: Adena T. Friedman 368,013,97520,261,1443,047,513 --24,966,220 95%Not verified—
Elect Director: Essa Kazim 389,440,0211,629,794252,817 --24,966,220 99.5%Not verified—
Elect Director: Thomas A. Kloet 387,025,1404,016,685280,807 --24,966,220 99%Not verified—
Elect Director: Kathryn A. Koch 390,465,740616,692240,200 --24,966,220 99.8%Not verified—
Elect Director: Holden Spaht 390,750,585269,846302,201 --24,966,220 99.9%Not verified—
Elect Director: Michael R. Splinter 378,571,11712,457,643293,872 --24,966,220 97%Not verified—
Elect Director: Johan Torgeby 390,720,007287,042315,583 --24,966,220 99.9%Not verified—
Elect Director: Toni Townes-Whitley 390,222,385863,365236,882 --24,966,220 99.7%Not verified—
Elect Director: Jeffery W. Yabuki 383,559,8677,297,368465,397 --24,966,220 98%Not verified—
Elect Director: Alfred W. Zollar 390,293,642560,676468,314 --24,966,220 99.8%Not verified—
2. Approval of the Company's Executive Compensation on an Advisory Basis 374,959,61715,236,7171,126,298 --24,966,220 96%Not verified—
3. Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2025 393,774,32322,299,446215,083 ---- 95%Not verified—
4. Approval of an Amendment to the Company's Amended and Restated Certificate of Incorporation to Allow for the Limited Exculpation of Officers of the Company 353,204,03237,846,944271,656 --24,966,220 90%Not verified—

Source: Nasdaq, Inc., Form 8-K, filed with the SEC on June 16, 2025 — read the filing on EDGAR.

How asset managers voted at the Nasdaq, Inc. 2024-2025 meeting

Each item below shows how the 784 asset managers that disclosed a Nasdaq, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Adena T. Friedman

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 368,013,975AGAINST: 20,261,144
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Adena T. Friedman

Nasdaq, Inc.’s own tally for this item (“Elect Director: Adena T. Friedman”): 368,013,975 for, 20,261,144 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,113,778 for, 80,899 against, 40,158 abstained, 216 not voted.

FOR
FOR: 142,113,778AGAINST: 80,899ABSTAIN: 40,158NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Adena T. Friedman” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,01117 20For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,84034 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

2. Elect Director: Alfred W. Zollar

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 390,293,642AGAINST: 560,676
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Alfred W. Zollar

Nasdaq, Inc.’s own tally for this item (“Elect Director: Alfred W. Zollar”): 390,293,642 for, 560,676 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,126,567 for, 68,112 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,126,567AGAINST: 68,112ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Alfred W. Zollar” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0291 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

3. Elect Director: Charlene T. Begley

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 380,419,863AGAINST: 10,665,190
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Charlene T. Begley

Nasdaq, Inc.’s own tally for this item (“Elect Director: Charlene T. Begley”): 380,419,863 for, 10,665,190 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,096,552 for, 98,127 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,096,552AGAINST: 98,127ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Charlene T. Begley” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0219 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,79777 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

4. Elect Director: Essa Kazim

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 389,440,021AGAINST: 1,629,794
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Essa Kazim

Nasdaq, Inc.’s own tally for this item (“Elect Director: Essa Kazim”): 389,440,021 for, 1,629,794 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,176,460 for, 18,220 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,176,460AGAINST: 18,220ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Essa Kazim” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0282 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

5. Elect Director: Holden Spaht

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 390,750,585AGAINST: 269,846
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Holden Spaht

Nasdaq, Inc.’s own tally for this item (“Elect Director: Holden Spaht”): 390,750,585 for, 269,846 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,194,679 for, 0 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,194,679AGAINST: 0ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Holden Spaht” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0290 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

6. Elect Director: Jeffery W. Yabuki

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 383,559,867AGAINST: 7,297,368
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Jeffery W. Yabuki

Nasdaq, Inc.’s own tally for this item (“Elect Director: Jeffery W. Yabuki”): 383,559,867 for, 7,297,368 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,129,294 for, 65,385 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,129,294AGAINST: 65,385ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Jeffery W. Yabuki” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0237 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

7. Elect Director: Johan Torgeby

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 390,720,007AGAINST: 287,042
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Johan Torgeby

Nasdaq, Inc.’s own tally for this item (“Elect Director: Johan Torgeby”): 390,720,007 for, 287,042 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,184,057 for, 0 against, 50,778 abstained, 216 not voted.

FOR
FOR: 142,184,057AGAINST: 0ABSTAIN: 50,778NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Johan Torgeby” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0290 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

8. Elect Director: Kathryn A. Koch

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 390,465,740AGAINST: 616,692
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Kathryn A. Koch

Nasdaq, Inc.’s own tally for this item (“Elect Director: Kathryn A. Koch”): 390,465,740 for, 616,692 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,129,301 for, 65,379 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,129,301AGAINST: 65,379ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Kathryn A. Koch” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0291 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

9. Elect Director: Melissa M. Arnoldi

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 390,408,725AGAINST: 677,809
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Melissa M. Arnoldi

Nasdaq, Inc.’s own tally for this item (“Elect Director: Melissa M. Arnoldi”): 390,408,725 for, 677,809 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,145,200 for, 49,479 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,145,200AGAINST: 49,479ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Melissa M. Arnoldi” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0291 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

10. Elect Director: Michael R. Splinter

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 378,571,117AGAINST: 12,457,643
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Michael R. Splinter

Nasdaq, Inc.’s own tally for this item (“Elect Director: Michael R. Splinter”): 378,571,117 for, 12,457,643 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,058,832 for, 135,847 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,058,832AGAINST: 135,847ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Michael R. Splinter” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,01812 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,79777 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

11. Elect Director: Thomas A. Kloet

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 387,025,140AGAINST: 4,016,685
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Thomas A. Kloet

Nasdaq, Inc.’s own tally for this item (“Elect Director: Thomas A. Kloet”): 387,025,140 for, 4,016,685 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,138,740 for, 55,939 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,138,740AGAINST: 55,939ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Thomas A. Kloet” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0264 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

12. Elect Director: Toni Townes-Whitley

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 390,222,385AGAINST: 863,365
Details: description as filed, official tally, votes by 157 asset managers

Description as filed by funds: Election 12 Directors: Toni Townes-Whitley

Nasdaq, Inc.’s own tally for this item (“Elect Director: Toni Townes-Whitley”): 390,222,385 for, 863,365 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 157 asset managers below reported 142,129,300 for, 65,379 against, 40,156 abstained, 216 not voted.

FOR
FOR: 142,129,300AGAINST: 65,379ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “Election 12 Directors: Toni Townes-Whitley” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,088,0291 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

13. 4. Approval of an Amendment to the Company's Amended and Restated Certificate of Incorporation to Allow for the Limited…

Outcome not verifiedSHAREHOLDER RIGHTS AND DEFENSESReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%
FOR: 353,204,032AGAINST: 37,846,944
Details: description as filed, official tally, votes by 158 asset managers

Description as filed by funds: APPROVAL OF AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PROVIDE FOR LIMITED OFFICER EXCULPATION

Nasdaq, Inc.’s own tally for this item (“4. Approval of an Amendment to the Company's Amended and Restated Certificate of Incorporation to Allow for the Limited Exculpation of Officers of the Company”): 353,204,032 for, 37,846,944 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Nasdaq, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Approve Article Amendments” (3 managers, 1,828 for, 18 against).

The 158 asset managers below reported 130,749,677 for, 11,443,805 against, 41,376 abstained, 216 not voted.

FOR
FOR: 130,749,677AGAINST: 11,443,805ABSTAIN: 41,376NOT VOTED: 216
Largest asset managers voting on “APPROVAL OF AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PROVIDE FOR LIM” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard48,968,431119,599 00For
MFS14,356,6980 00For
BlackRock12,068,40512,230 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST07,050,000 00Against
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,405469 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,356,923417 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS01,374,553 00Against
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs854,24938,920 00For
Brighthouse675,00660,358 40,1560Mixed
Lincoln Financial619,73180,942 00Mixed
FRANKLIN STRATEGIC SERIES0667,136 00Against
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 158 asset managers. See all 158 in the interactive database.

14. 2. Approval of the Company's Executive Compensation on an Advisory Basis

Outcome not verifiedFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 25 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 374,959,617AGAINST: 15,236,717
Details: description as filed, official tally, votes by 752 asset managers

Description as filed by funds: Advisory vote to approve the Company's executive compensation as presented in the Proxy Statement

Nasdaq, Inc.’s own tally for this item (“2. Approval of the Company's Executive Compensation on an Advisory Basis”): 374,959,617 for, 15,236,717 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Nasdaq, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (33 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “Compensation” (2 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 154 asset managers voting on “Advisory vote to approve the Company's executive compensation as presented in the Proxy Statement” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,073,61014,419 10For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,8740 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Fund voting reports, all 154 managers: 141,586,973 for, 312,161 against, 40,157 abstained, 216 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 633 asset managers voting on “Advisory vote to approve the Company's executive compensation as presented in the Proxy Statement” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
THOMA BRAVO, L.P.42,804,2070 00For
Wellington30,114,1290 00For
INVESTOR AB28,706,0810 00For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/24,000,8550 00For
BlackRock13,413,3718,410 00For
GEODE CAPITAL MANAGEMENT, LLC11,337,2360 00For
State Street11,088,8730 00For
FRANKLIN ADVISERS INC8,628,0260 00For
HARRIS ASSOCIATES L P8,354,3440 00For
John Hancock6,163,5780 00For
Invesco5,108,0440 00For
FARALLON CAPITAL MANAGEMENT LLC4,475,4660 00For
BESSEMER TRUST Co NATIONAL ASSOCIATION3,930,4400 00For
Northern Trust3,352,2310 00For
Nuveen3,105,8550 00For
BESSEMER TRUST Co OF FLORIDA2,691,4150 00For
Putnam2,632,9920 00For
BESSEMER TRUST CO2,593,5560 00For
Bessemer Trust CO of Delaware, N.A.2,557,0180 00For
Charles Schwab2,434,3990 00For
Bessemer Trust Co of Nevada, National Association2,340,9390 00For
Vanguard2,313,9570 00For
PRINCIPAL GLOBAL INVESTORS2,273,4270 00For
Amundi02,253,064 00Against
UBS1,908,18040,731 00For

Institutional-manager reports, all 633 managers: 287,504,813 for, 12,217,870 against, 286,207 abstained, 52,097 not voted, 1,846 unknown. Showing the 25 largest; see all in the interactive database.

15. 3. Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 393,774,323AGAINST: 22,299,446
Details: description as filed, official tally, votes by 162 asset managers

Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2025

Nasdaq, Inc.’s own tally for this item (“3. Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2025”): 393,774,323 for, 22,299,446 against, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 162 asset managers below reported 141,648,598 for, 569,501 against, 40,156 abstained, 216 not voted.

FOR
FOR: 141,648,598AGAINST: 569,501ABSTAIN: 40,156NOT VOTED: 216
Largest asset managers voting on “RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ” at Nasdaq, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard49,073,60714,423 00For
MFS14,356,6980 00For
BlackRock12,080,6350 00For
Fidelity11,161,1450 00For
FRANKLIN MANAGED TRUST7,050,0000 00For
HARRIS ASSOCIATES INVESTMENT TRUST6,821,5050 00For
State Street4,489,79777 00For
Invesco3,588,3860 00For
John Hancock3,113,0950 00For
TIAA3,026,4150 00For
Hartford2,753,7500 00For
Charles Schwab2,357,3400 00For
Jackson National1,637,8070 00For
Lord Abbett1,597,2040 00For
Putnam1,462,0270 00For
DIAMOND HILL FUNDS1,374,5530 00For
OLD WESTBURY FUNDS INC969,9500 00For
Goldman Sachs893,1690 00For
Brighthouse735,3640 40,1560Mixed
Lincoln Financial700,6730 00For
FRANKLIN STRATEGIC SERIES667,1360 00For
Thrivent637,5680 00For
MASTER INVESTMENT PORTFOLIO573,7230 00For
Prudential/PGIM570,0550 00For
WisdomTree563,1980 00For

Showing the 25 largest of 162 asset managers. See all 162 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of June 11, 2024, which belongs to the 2023-2024 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest Nasdaq, Inc. shareholders voting in 2024-2025

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 573,940,099 shares outstanding at the time of that meeting.

Fund voting reports: top Nasdaq, Inc. shareholders by shares voted on “RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 8.55%
2MFS 2.50%
3BlackRock 2.10%
4Fidelity 1.94%
5FRANKLIN MANAGED TRUST 1.23%
6HARRIS ASSOCIATES INVESTMENT TRUST 1.19%
7State Street 0.78%
8Invesco 0.63%
9John Hancock 0.54%
10TIAA 0.53%
Institutional-manager reports: top Nasdaq, Inc. shareholders by shares voted on “Advisory vote to approve the Company's executive compensation as presented in the Proxy…”, 2024-2025
#Asset manager % of shares outstanding
1THOMA BRAVO, L.P. 7.46%
2Wellington 5.25%
3INVESTOR AB 5.00%
4MASSACHUSETTS FINANCIAL SERVICES CO /MA/ 4.18%
5BlackRock 2.34%
6GEODE CAPITAL MANAGEMENT, LLC 1.98%
7State Street 1.93%
8FRANKLIN ADVISERS INC 1.50%
9HARRIS ASSOCIATES L P 1.46%
10John Hancock 1.07%

Reported Nasdaq, Inc. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

Nasdaq, Inc. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
Vanguard Group 9.23% 13F
BlackRock 6.31% 13F
Wellington Management 5.70% 13F
Massachusetts Financial Services Company 5.06% 13G
Argus Seller, LP 4.44% 13D
State Street 3.19% 13F
Franklin Templeton 1.97% 13F
Goldman Sachs 1.01% 13F
Morgan Stanley 0.98% 13F
Invesco 0.96% 13F

Percentages above are of 573,940,099 shares outstanding, as reported by Nasdaq, Inc. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Nasdaq, Inc.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At Nasdaq, Inc.'s shareholder meeting held June 11, 2025, in the 2024-2025 proxy season, 784 asset managers reported how they voted on 15 ballot items in their SEC Form N-PX filings, covering 12,134 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve the Company's executive compensation as presented in the Proxy… — FOR was 96% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: Nasdaq, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 16, 2025.

Nasdaq, Inc. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.