Adena T. Friedman

Chair and CEO at Nasdaq Inc

Board

Since January 1, 2017

Age

54 years

Education

Holds a Bachelor's degree in Political Science from Williams College and an MBA from Vanderbilt University's Owen Graduate School of Management.

Tenure

Has been associated with Nasdaq for over 31 years, serving in roles such as CFO, President, President and COO, CEO (since 01-01-2017), and Chair (since 01-01-2023).

Also at Nasdaq Inc

BJP

Bradley J. Peterson

EVP and CIO/CTO

Brendan Brothers

Senior Strategic Advisor

BES

Bryan E. Smith

EVP and Chief People Officer

About

Adena T. Friedman is a seasoned leader with extensive experience in the financial industry. Born in 1969 and currently 54 years old, she brings over three decades of expertise to her role, combining a strong academic foundation with a track record of transformative leadership.

With over 31 years at Nasdaq, her journey is highlighted by a series of progressive roles. She began her career in financial and operational leadership positions, eventually advancing to serve as CFO and holding key responsibilities in corporate strategy. Her strategic vision led to her appointment as President, then President and COO, and ultimately, she assumed the role of CEO on 01-01-2017.

In addition to her executive responsibilities, she made significant contributions from The Carlyle Group, where she worked as CFO and Managing Director, further honing her expertise in global financial services and asset management.

Beyond her work at Nasdaq, her influence extends to several prominent boards and speaking engagements, reinforcing her role as an industry shaper. Her leadership continues to drive Nasdaq’s evolution into a global technology and financial solutions powerhouse.

$NDAQ Performance Under Adena T. Friedman

Past Roles

Organization	Role	Date Range	Details
Nasdaq (NDAQ)	President and Chief Operating Officer	Dec 2015 - Dec 2016	Previous senior leadership role
Nasdaq (NDAQ)	President	Jun 2014 - Dec 2015	Held prior to the COO role
The Carlyle Group	CFO and Managing Director	Mar 2011 - Jun 2014	Oversaw financial operations and strategy at a global alternative asset manager
Nasdaq (NDAQ)	Chief Financial Officer	N/A	Served during her earlier tenure at Nasdaq before joining The Carlyle Group
Nasdaq (NDAQ)	Head of Data Products	N/A	Responsible for Nasdaq's data products
Nasdaq (NDAQ)	Head of Corporate Strategy	N/A	Key role in shaping Nasdaq's corporate strategy

External Roles

Organization	Role	Date Range	Details
Vanderbilt University	Board of Trust Member	N/A	Current active role
Federal Reserve Bank of New York	Director	N/A	Current active role
FCLTGlobal	Director	N/A	Non-profit organization focused on encouraging long-term investing

Fixed Compensation

Data from FY 2023

Component Name	Amount	Payment Schedule	Additional Details
Base Salary	$1,250,000	Annual (2023)	Fixed annual base salary
401(k) Plan Contribution/Retirement Savings	$19,800	Annual (2023)	Fixed retirement savings contribution
Incremental Cost of Personal Use of Company Car	$4,385	Annual (2023)	Fixed allocation for personal use of company car
Financial/Tax Planning Services	$19,095	Annual (2023)	Fixed compensation for financial/tax planning services

Performance Compensation

Data from FY 2023

Target Annual Cash Incentive Award

Metric	Weighting	Target Amount	Actual Performance	Payout Amount
Corporate Operating Income (Run Rate)	55%	(Implied within $3,750,000 target)	109%	$2,240,380
Corporate Net Revenues	20%	(Implied within $3,750,000 target)	111%	$831,326
Market Platforms: Modernize Markets to Create Trusted Networks	5%	(Implied)	191%	$359,044
Capital Access Platforms: Listings Success	5%	(Implied)	158%	$296,250
Verafin: Expand Anti-Financial Crime	5%	(Implied)	200%	$375,000
ESG Revenue Expansion and Product Initiatives	5%	(Implied)	94%	$176,812
Diversity and Culture (ESG)	5%	(Implied)	200%	$375,000
Total/Achievement	100%	$3,750,000	124%	$4,653,812

Evaluation Period: 2023 with performance measured against pre-established, quantifiable goals.

Target Equity Award (Performance-Based PSUs)

Grant Date: April 3, 2023
Target PSUs Awarded: 191,176 PSUs
Grant Date Fair Value: $10,048,211
Grant Date Face Value: $10,400,000
Performance Period: 3 years (January 1, 2023 – December 31, 2025)

Performance Metrics & Thresholds

TSR Percentile	Payout (% of Target PSUs)
85th Percentile or Higher	200%
67.5th Percentile	150%
50th Percentile	100%
25th Percentile	50%
15th Percentile	30%
Below 15th Percentile	0%

Conditions: Payout determined by Nasdaq’s TSR performance relative to the S&P 500 and a peer group of 13 companies (each weighted 50%) with straight-line interpolation between thresholds.

At-Risk Restricted Stock Units (RSUs)

Grant Date: April 3, 2023
Number of RSUs Granted: 47,794 RSUs
Grant Date Fair Value: $2,503,449
Vesting Schedule: 4-year vesting; 33% vest on the second anniversary, 33% on the third anniversary, and the remaining balance on the fourth anniversary
Performance Metrics: Not applicable; these are time-based awards designed for long-term shareholder alignment and retention

Note: The performance compensation structure includes separate cash and equity components with clearly defined performance metrics, targets, thresholds, weightings, and vesting schedules to align executive rewards with company performance and shareholder value creation.