Nasdaq announces Q3 2026 results

On October 22, 2026 , Nasdaq, Inc. ("Nasdaq") issued a press release providing financial results for the third quarter of 2026.^{1 1}A copy of the press release is attached as Exhibit 99.1¹ to this Current Report on Form 8-K and is incorporated herein by reference.

On October 22, 2026 , Nasdaq issued a press release announcing the declaration of a quarterly cash dividend.² A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form 8-K³ and is incorporated herein by reference.

Financial Statements and Exhibits.

(d) Exhibits.

No.

Exhibit Description

99.1⁴

Press release dated October 22, 2026 relating to financial results for the third quarter of 2026.⁴

99.2⁴

Press release dated October 22, 2026 relating to the declaration of a quarterly cash dividend.⁴

104⁴

Cover Page Interactive Data File⁴ - the cover page XBRL tags are embedded within the Inline XBRL

The information set forth under "Item 2.02 Results of Operations and Financial Condition" and "Item 7.01

Regulation FD Disclosure" is intended to be furnished pursuant to Item 2.02 and Item 7.01, respectively. Such information, including Exhibit 99.1, shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any of Nasdaq's filings under the Securities

Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 22, 2026

Nasdaq, Inc.

By:

/s/ John A. Zecca

Name

:

John A. Zecca

Title:

Executive Vice President and Chief Legal Officer

Exhibit 99.1

NEW YORK, October 22, 2026 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the third quarter of 2026 .

Adena Friedman, Chair and CEO said,

"Nasdaq's third quarter performance demonstrates the strength and momentum of our business, with new milestones achieved across all three divisions, including record Index net inflows, record FinTech ARR growth, and the establishment of Nasdaq Digital

Liquidity Networks within Market

Services.

Markets are evolving towards an AI- driven, Always-On future that is increasingly integrated across asset classes and geographies. Nasdaq is shaping the next generation of market infrastructure while expanding our growth opportunities and enhancing the value we deliver to our clients and shareholders."

• Third quarter 2026 net revenue 1 was $ 1.5 billion , an increase of 13% over the third quarter of 2025⁵ , or 14% on an organic 2 basis. Solutions revenue 3 increased 17% , or 18% on an organic basis.

• Annualized Recurring Revenue (ARR) 3,4 of $ 3.4 billion increased 12%⁸

on a reported basis over the third quarter of 2025⁸ , or 14% on an organic basis. Annualized SaaS revenue increased 12% , or 16% on an organic basis, and represented 38% of ARR.

• Financial Technology revenue was $ 529 million, an increase of 16% on both a reported and organic basis over the third quarter of 2025 .

• Index revenue of $286 million grew 39% on both a reported and organic basis over the third quarter of 2025 , with $141 billion of net inflows over the trailing twelve months, including $49 billion in the third quarter of 2026 .

• GAAP diluted earnings per share in the third quarter of 2026 was $0.96 , an increase of 31% over the third quarter of 2025 .^{6 6}Non-GAAP 5 diluted earnings per share in the third quarter of 2026 was $1.04⁶ , an increase of 18% on a reported basis over the third quarter of 2025 , or 19% on an organic basis.

• In the third quarter of 2026 , the company returned $ 173 million to shareholders through dividends and $ 323 million through repurchases of common stock.⁷

Third Quarter 2026 Highlights

Sarah Youngwood, Executive Vice

President and CFO said, "Nasdaq delivered excellent third quarter results, headlined by outstanding Solutions revenue growth, continued operating leverage, and strong EPS growth.

Our durable business model and disciplined execution underpin our capital allocation strategy that prioritizes funding investments in long-term growth while returning more than $1.7 billion to shareholders year to date through share repurchases and dividends."

(US$ millions, except per share)

3Q26

YoY change %

Organic 2

YoY change %

Adjusted 2 YoY change %

Solutions revenue

$ 1,172

17%

18%

18%

Market Services net revenue

$ 309

2%

2%

2%

Net revenue

$1,481

13%

14%

14%

GAAP operating income

$732

25%

Non-GAAP operating income

$843

15%

16%

16%

ARR

$ 3,365

12%

14%

14%

GAAP diluted EPS

$0.96

31%

Non-GAAP diluted EPS

$1.04

18%

19%

19%

FINANCIAL REVIEW

• Third quarter 2026 net revenue was $ 1.5 billion, reflecting 13% growth on a reported basis versus the prior year period, or 14% growth on an organic basis.

• Solutions revenue was $ 1.2 billion in the third quarter of 2026 , an increase of 17% versus the prior year period, or 18% on an organic basis. Performance in the quarter reflected strong growth across Capital Access Platforms and Financial Technology. Capital Access Platforms revenue growth was 20% year-over-year on both a reported and organic basis. Financial

Technology revenue growth was 16% , on both a reported and organic basis.

• ARR was $ 3.4 billion as of the third quarter of 2026 , growing 12% year-over-year on a reported basis, or 14% on an organic basis. The difference between total reported and organic

ARR growth results from the impact of divestitures, which were excluded from ARR in the prior year period. Financial Technology ARR growth was 18% on both a reported and organic basis, and Capital Access Platforms ARR growth was 8% on both a reported and organic basis.

• Market Services net revenue was $309 million in the third quarter of 2026 , up 2% on both a reported and organic basis versus the prior year period.

• Third quarter 2026 GAAP operating expenses were $ 749 million, an increase of 3% versus the prior year quarter. Non-GAAP operating expenses were $638 million, up 9% versus the prior year quarter, or 12% on an organic basis. The increases were primarily driven by higher compensation and benefits costs from our strong revenue execution and increased investments in technology to drive long-term growth . On a GAAP basis, the increase was partially offset by lower general and administrative expenses, primarily due to a favorable legal settl