Michelle Daly
NASDAQAbout Michelle Daly
Michelle L. Daly, age 49, serves as Senior Vice President (SVP), Controller, and Principal Accounting Officer at Nasdaq, Inc., a Section 16 officer role she has held since May 2021 after joining from BlackRock and Goldman Sachs; she holds a BS in Accounting (Villanova) and an MBA (NYU Stern) . During Daly’s tenure, Nasdaq delivered strong enterprise performance: 2024 net revenues were $4.6B (+19% YoY), Annualized Recurring Revenue reached $2.8B (+7% YoY), and the company’s three-year cumulative TSR (2022–2024) was 20.4% with PSUs vesting at 106.2% of target based on relative TSR percentiles (57th vs S&P 500; 46th vs peers) . Nasdaq’s non-GAAP revenues increased 9% in 2024 and GAAP/non-GAAP operating margins were reported at 39% and 54%, respectively; the company also increased the quarterly dividend by 9% and repaid over $800M of debt in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nasdaq, Inc. | SVP, Controller & Principal Accounting Officer | May 2021–present | Principal Accounting Officer overseeing SEC reporting and controls as corporate controller |
| BlackRock, Inc. | Managing Director & Deputy Controller | Apr 2018–Apr 2021 | Senior controllership leadership supporting enterprise financial reporting |
| Goldman Sachs | Head of SEC Reporting; Corporate Treasury leadership roles | 2008–2018 | Led SEC reporting; roles in corporate treasury enhance reporting rigor and liquidity oversight |
| Ernst & Young LLP | Audit practice | ~11 years (pre-2008) | External audit experience underpinning technical accounting expertise |
External Roles
No public company directorships or external board roles disclosed for Daly .
Fixed Compensation
| Component | Terms | Notes |
|---|---|---|
| Base Salary | $400,000 per annum (initial offer) | Offer effective May 3, 2021 |
| Annual Cash Incentive (ECIP/XIP) | Target 100% of base; max 200% | 2021 minimum $400,000; thereafter target equals base; payouts contingent on corporate/division/individual performance |
| Initial RSU Grant | $550,000 grant (July 2021) | Intended to replace forfeited equity; vests 33% at 1-year, 33% at 2-year, 34% at 3-year anniversaries, service-based |
| Annual Equity (from 2022) | Minimum value equal to 100% of base salary | Mix of PSUs and RSUs under Equity Plan; subject to program design and approvals |
Daly’s current-year salary/bonus/equity grant values beyond initial terms are not individually disclosed in the latest proxy; Daly is not a Named Executive Officer (NEO) in 2024 tables .
Performance Compensation
- Daly participates in Nasdaq’s annual performance-based cash incentive program (ECIP/XIP), which uses corporate and role-specific metrics; corporate financial objectives and ARR are core levers, complemented by strategic and culture/innovation goals .
- 2024 corporate objective scoring used across the program yielded above-target payouts on key metrics; Daly’s individual weighting/payouts are not disclosed.
| Metric (Corporate Objectives) | Threshold (0% payout) | Target (100% payout) | Maximum (200% payout) | 2024 Result (Comp Purposes) | Payout as % of Target |
|---|---|---|---|---|---|
| Operating Income (Run Rate) | $2,278.3M | $2,447.3M | $2,540.1M | $2,465.4M | 120% |
| Net Revenues | $4,283.9M | $4,542.1M | $4,687.2M | $4,585.3M | 130% |
| Annualized Recurring Revenue (ARR) | $2,505.0M | $2,716.0M | $2,821.0M | $2,716.0M | 100% |
Program design:
- PSUs: three-year relative TSR vs S&P 500 and a peer group; 2022–2024 PSU cycle paid at 106.2% based on relative TSR outcomes .
- RSUs: time-based vesting, typically over four years from grant date .
Equity Ownership & Alignment
- Beneficial ownership for Daly is not individually listed in the 2025 proxy’s security ownership table; directors/NEOs are disclosed, and all directors/officers complied with Section 16 filing requirements in 2024 except noted ministerial exceptions unrelated to Daly .
- Executive Stock Ownership Guidelines: specified multiples for certain roles (Chair & CEO: 12x; Presidents: 6x; CFO: 6x; Management Committee Members: 4x; Other EVPs: 3x); Daly’s exact guideline multiple is not disclosed in the table .
- Hedging/Pledging: Nasdaq prohibits directors and executive officers from hedging or pledging Nasdaq stock; Rule 10b5‑1 plans are permitted subject to SEC rules .
- Clawbacks: Nasdaq maintains a broad incentive recoupment policy for officers SVP and above, plus a supplemental Dodd-Frank/SEC listing standard clawback applicable to current/former Section 16 officers (effective Oct 2, 2023) .
| Policy | Key Terms | Applicability |
|---|---|---|
| Stock Ownership Guidelines (Executives) | Multiples by role; counts RSUs and PSUs after performance period | Daly’s specific category not disclosed |
| Hedging/Pledging Ban | No hedging or pledging by directors/executive officers; 10b5‑1 allowed | Applies to Daly as Principal Accounting Officer |
| Clawback Policies | Broad recoupment (SVP+); Dodd-Frank/SEC clawback for Section 16 officers | Applies to Daly |
Employment Terms
| Term | Provision | Notes |
|---|---|---|
| Severance (Involuntary, not for Cause) | 10 months base salary + 10 months health coverage at active employee rates | From Daly’s offer letter |
| Change-in-Control (CIC) | Not specifically disclosed for Daly | Equity treatment upon termination subject to Equity Plan and Committee discretion |
| Restrictive Covenants | Confidentiality, non-solicitation, inventions assignment | Standard Continuing Obligations Agreement |
| Non-compete / Garden Leave | Not disclosed | — |
Investment Implications
- Compensation alignment: Daly’s package emphasizes at-risk pay via PSUs linked to relative TSR and time-based RSUs, aligning with shareholder outcomes and Nasdaq’s pay-for-performance framework .
- Retention risk: Severance terms (10 months salary and health coverage) are moderate, with continued LTI participation under the Equity Plan; absence of disclosed CIC multiples reduces windfall risk but leaves limited disclosure on CIC protection for Daly .
- Trading signals: Hedging/pledging prohibitions and robust clawbacks mitigate misalignment and reduce risk of adverse signaling; individual insider trading activity for Daly was not retrievable here, constraining assessment of near-term selling pressure .
- Performance backdrop: Above-target corporate metric attainment in 2024 (Operating Income run-rate 120%, Net Revenues 130%) and three-year TSR-driven PSU vesting at 106.2% support incentive funding and retention, though Daly’s individual payout is not disclosed .