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業績公告 即時報告 8-K 2026-07-23

納斯達克集團第二季淨收入15億美元創新高 指數業務收入增38% ETP資產管理規模首破萬億

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AI 繁中摘要

📄 **Nasdaq 2026 年第二季度業績摘要(8-K 申報)** Nasdaq(NDAQ)公佈截至 2026 年 6 月 30 日第二季度業績,多項指標創新高。 **業績重點:** - **淨收入** 15 億美元(按報告及經調整均同比增長 15%),有機增長 16%。 - Solutions 收入 11.6 億美元(+17%);Market Services 淨收入 3.4 億美元(+11%)。 - GAAP 每股盈利 $0.89(+14%);Non-GAAP 每股盈利 $1.07(+25%)。 - 年度經常性收入(ARR)33 億美元,按報告增 11%,有機增 12%。 **分部亮點:** - **指數業務**:收入 2.71 億美元(+38%),ETP 資產管理規模首次突破 1 萬億美元,季內淨流入 510 億美元。 - **金融科技**:收入 5.39 億美元(+16%),其中金融犯罪管理、監管科技及資本市場科技均錄雙位數增長。 - **上市業務**:季度集資額創紀錄,包括歷來最大 IPO SpaceX(860 億美元);Nasdaq 贏得 74% 新營運公司上市。 **資本回報與財務狀況:** - 季內向股東返還 5.3 億美元(股息 1.74 億 + 回購 3.56 億),回購計劃尚有 25 億美元額度。 - 經營現金流 7.11 億美元,淨償還債務 1.62 億美元。 **管理層展望:** CEO Adena Friedman 表示,AI 與市場現代化推動增長,Nasdaq 作為客戶轉型夥伴,有信心實現可持續領導地位。CFO Sarah Youngwood 強調業務模式穩健,現金流強勁,支持紀律性資本配置。 **費用指引更新:** 2026 年 Non-GAAP 營運開支預測調整為 25.3 億至 25.7 億美元;稅率維持 22.5%–24.5%。 **對投資者啟示:** 業績全面勝預期,指數及金融科技業務增長強勁,上市業務創紀錄,反映市場信心及業務多元化優勢。積極回購及股息政策顯示管理層對前景信心,惟費用上升及宏觀不確定性仍需關注。
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EX-99.1
2
earningsrelease2q26ex-991.htm
EX-99.1

EarningsRelease 2Q26 (EX-99.1)1

Exhibit 99.1

NEW YORK, July 23, 2026 - Nasdaq, Inc. (Nasdaq: NDAQ) today 
reported financial results for the second quarter of 2026.

Adena Friedman, Chair and CEO said, 
“Nasdaq delivered an outstanding second 
quarter, defined by new records and 
milestones. We delivered double-digit 
growth across all three divisions, 
surpassed $1 trillion in Index ETP AUM, 
and listed SpaceX, the largest IPO in 
exchange history.
As the forces reshaping global finance 
accelerate, from AI and market 
modernization to the increasingly 
complex regulatory and risk environment, 
Nasdaq's role as our clients' trusted 
transformation partner positions us for 
sustained leadership. We are confident in 
our ability to capture the opportunity 
ahead and deliver durable, long-term 
value for our clients and shareholders.” 

•Second quarter 2026 net revenue1 was $1.5 billion, an increase of 15% 
on both a reported and adjusted2 basis over the second quarter of 2025. 
Solutions revenue3 grew 17% on both a reported and adjusted basis.

•Annualized Recurring Revenue (ARR)3,4 of $3.3 billion increased 11% 
on a reported basis over the second quarter of 2025, or 12% on an 
organic basis2. Annualized SaaS revenue increased 12%, or 15% on an 
organic basis, and represented 38% of ARR. 

•Financial Technology revenue was $539 million, an increase of 16% 
over the second quarter of 2025, or 15% on an organic basis.

•Index revenue of $271 million grew 38% or 35% on an adjusted basis 
over the second quarter of 2025, with $109 billion of net inflows over the 
trailing twelve months, including $51 billion in the second quarter of 
2026.

•GAAP diluted earnings per share in the second quarter of 2026 was 
$0.89, an increase of 14% over the second quarter of 2025. Non-GAAP5 
diluted earnings per share in the second quarter of 2026 was $1.07, an 
increase of 25% on both a reported and adjusted basis over the second 
quarter of 2025.

•In the second quarter of 2026, the company returned $174 million to 
shareholders through dividends and $356 million through repurchases of 
common stock. The company also net repaid $162 million of debt in the 
quarter. 

Second Quarter 2026 Highlights

Sarah Youngwood, Executive Vice 
President and CFO said, “Nasdaq's 
second quarter results mark another 
quarter of excellent Solutions revenue 
growth, expanding operating margins, 
strong EPS growth, and robust cash flow 
generation. 
Nasdaq’s durable business model and 
consistent execution support our 
disciplined capital allocation strategy that 
returns meaningful capital to 
shareholders through both dividends and 
share repurchases while investing in 
innovations that will sustain our long-term 
growth trajectory.”

(US$ millions, except per share)

2Q26

YoY change %

Organic2 
YoY change %

Adjusted2 YoY 
change %

Solutions revenue

$1,160

17%

17%

17%

Market Services net revenue

$340

11%

11%

11%

Net revenue

$1,500

15%

16%

15%

GAAP operating income

$712

25%

Non-GAAP operating income

$859

19%

20%

19%

ARR

$3,258

11%

12%

12%

GAAP diluted EPS

$0.89

14%

Non-GAAP diluted EPS

$1.07

25%

26%

25%

2

FINANCIAL REVIEW 
•Second quarter 2026 net revenue was $1.5 billion, reflecting 15% growth on both a reported 
and adjusted basis versus the prior year period. 
•Solutions revenue was $1.2 billion in the second quarter of 2026, up 17% on both a reported 
and adjusted basis versus the prior year period, reflecting strong growth across Capital 
Access Platforms and Financial Technology. Capital Access Platforms revenue growth was 
19% year-over-year on a reported basis, or 18% on an adjusted basis. Financial Technology 
revenue growth was 16% year-over-year, or 15% on an organic basis. 
•ARR was $3.3 billion as of the second quarter of 2026, growing 11% year-over-year on a 
reported basis, or 12% year-over-year on an organic basis. Financial Technology ARR growth 
was 16% 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 $340 million in the second quarter of 2026, up 11% on both 
a reported and organic basis versus the prior year period.
•Second quarter 2026 GAAP operating expenses were $788 million, an increase of 7% versus 
the prior year quarter and non-GAAP operating expenses were $641 million, up 10% on both 
a reported and organic basis versus the prior year quarter. The increases were primarily 
driven by higher compensation and benefits costs from our strong revenue execution, 
increased marketing and advertising costs due to a strengthening IPO environment, and 
increased investments in technology to drive long-term growth. On a GAAP basis, the 
increase was partially offset by lower merger and strategic initiatives expense.  
•Cash flow from operations was $711 million in the second quarter, enabling the return of 
capital through Nasdaq’s efficient capital allocation framework. In the second quarter of 2026, 
the company returned $174 million to shareholders through dividends and $356 million 
through repurchases of common stock. As of June 30, 2026, there was $2.5 billion remaining 
under the board authorized share repurchase program. 
2026 EXPENSE AND TAX GUIDANCE UPDATE6
•The company is updating its 2026 non-GAAP operating expense guidance to a range of 
$2.530 billion to $2.570 billion. The company is maintaining its 2026 non-GAAP tax rate 
guidance in the range of 22.5% to 24.5%.

3

STRATEGIC AND BUSINESS UPDATES
•Financial Technology delivered double-digit revenue growth in each subdivision for the 
second consecutive quarter as the One Nasdaq strategy continues to unlock broad-
based growth. In the second quarter, FinTech revenue increased 16% compared to the prior 
year period, or 15% on an organic basis, with 16% organic ARR growth. FinTech signed 58 
new clients, 7 cross-sells, and 107 upsells in the quarter, with cross-sells remaining over 15% 
of the sales pipeline.
◦Financial Crime Management Technology maintained strong momentum across 
both SMBs and enterprise clients while advancing AI-driven innovation in 
financial crime detection. During the quarter, Nasdaq Verafin signed 47 new small-
and-medium bank (SMB) clients and 6 enterprise deals, including 2 cross-sells. 
Including signings early in the third quarter, Verafin has completed 11 enterprise 
signings year-to-date, surpassing the total signed in all of 2025. Nasdaq Verafin’s 
Agentic Workforce continued to gain traction, with 750 clients now leveraging the 
platform. The business introduced the next two agentic workers, the Agentic AML 
Analyst and the Agentic Fraud Analyst, while continuing to expand its innovation 
pipeline. Nasdaq Verafin enhanced the value of its gold-standard consortium data, 
surpassing $13 trillion in combined assets across more than 2,800 financial 
institutions.
◦Regulatory Technology delivered strong performance across Surveillance and 
AxiomSL, driven by accelerating demand for Always-On infrastructure and 
regulatory modernization. The subdivision signed 9 new clients, including 2 cross-
sells, and 63 upsells in the second quarter. Surveillance added 9 new clients, including 
2 cross-sells, and 39 upsells with wins across geographies and client segments, 
including a new regulator win in Africa, and an upsell with a global broker-dealer. Early 
in the third quarter, Surveillance signed a notable first win for its AI-powered Calibration 
Copilot with a Tier 1 client. AxiomSL signed 24 upsells in the quarter with several client 
expansions that demonstrate the breadth of demand for AxiomSL's regulatory 
solutions, including with a domestic systemically important Australian bank and with a 
U.S. bank navigating heightened regulatory requirements following an acquisition.
◦Capital Markets Technology delivered quarterly organic revenue growth of 14% 
and strong 17% organic ARR growth, reflecting the growing scale and reach of 
its global platform. The subdivision signed 7 new clients, including 3 cross-sells, and 
42 upsells in the second quarter. Trade Management Services benefitted from strong 
demand for data center services and pricing. Calypso signed 3 new clients, including 1 
cross-sell, and 31 upsells and is now available in more than 70 countries. Calypso 
expanded its global presence by signing a deal with the Georgian Financial Markets 
Treasury Association (GFTMA) to modernize the country’s treasury and financial 
markets infrastructure. The GFTMA deal includes a group of 5 of the country’s largest 
banks, which will adopt Calypso under a shared common infrastructure model. Market 
Technology continued to drive market modernization with the next-generation Eqlipse 
platform, signing 2 new digital marketplaces and 2 new clients on the Intelligence 
Platform. 

4

•Index ETP assets under management (AUM) exceeded $1 trillion for the first time and 
achieved new net inflows records. Net inflows reached new all-time highs with $51 billion in 
the second quarter and $109 billion over the last twelve months. ETP AUM surpassed $1 
trillion for the first time, with end-of-period ETP AUM of $1.114 trillion and average ETP AUM 
of $1.014 trillion. Nasdaq launched 34 new Index products in the second quarter, including 17 
international products and 11 products in the institutional annuity space. Nasdaq expanded 
investor access to the Nasdaq-100 with the recent launch of BlackRock’s IQQ and State 
Street’s QNDX ETFs in the U.S. 
•Listings set a quarterly record for total proceeds raised, headlined by the listing of 
SpaceX, the largest IPO in exchange history with an $86 billion raise. Nasdaq welcomed 
7 of the top 10 largest operating company IPOs listed in the quarter, including Cerebras, the 
largest semiconductor IPO of all time, Quantinuum, the largest pure-play quantum IPO of all 
time, and Parabilis Medicines, the largest biotechnology IPO of all time. Nasdaq achieved a 
74% win rate7 of new operating company listings. The momentum carried into the third quarter 
with the listing of SK hynix, the largest American Depositary Receipt (ADR) listing in U.S. 
capital markets history, underscoring the continued strength of the franchise.
•Market Services delivered records across quarterly net revenues and U.S. equity 
options volumes, supported by record industry volumes. In the second quarter, the 
business successfully facilitated the execution and trading of the SpaceX IPO. Nasdaq’s 
Closing Cross achieved new records across two landmark market events: during the Russell 
reconstitution, it executed 4.6 billion shares in 1.6 seconds representing a record $334 billion 
in notional value, and during the June Triple Witch, it executed a record $296 billion in notional 
value. Product innovation continued to drive incremental growth, with Index options revenue 
more than doubling year-over-year for the fourth consecutive quarter. Nasdaq received SEC 
approval to list event options tied to the Nasdaq-100 with an expected launch in the fourth 
quarter. 
•Nasdaq advanced Always-On markets as Calypso supported proof of concept 
tokenized collateral trades on the Canton Network. Calypso, a leading platform managing 
the entire trade lifecycle, is powering the transition to hybrid tokenized and fiat infrastructure. 
Early in the third quarter, two of the world’s leading asset managers successfully completed 
tokenized collateral trades on the Canton Network, transmitting tokenized money market funds 
through Calypso. This milestone marks a significant step in the shift towards integrating 
tokenized and fiat infrastructure and reflects Nasdaq’s unique position as the trusted 
technology for next-generation markets.
•Nasdaq continued to optimize its portfolio early in the third quarter, entering into 
agreements to sell Nasdaq Fund Secondaries to Nasdaq Private Market and to acquire 
Dasseti. After the close of the Nasdaq Fund Secondaries transaction, Nasdaq will continue to 
hold an ownership stake in and remain a strategic partner of Nasdaq Private Market. Dasseti 
provides an AI-powered due diligence platform for institutional asset managers and allocators 
across public and private markets and will be integrated into eVestment’s leading institutional 
intelligence platform. Both transactions remain subject to customary closing conditions. 

5

____________
1 Represents revenue less transaction-based expenses. 
2 Organic change is calculated by removing the impacts of changes in foreign exchange rates, and acquisitions and 
divestitures during one-year period post transaction.  Adjusted period over period change reflects the organic change, 
excluding the impact of a one-time revenue benefit in the second quarter of 2026 in our Index business due to a 
contract modification. 
3 Solutions revenue and Annualized Recurring Revenue (ARR) constitutes revenue and ARR from our Capital Access 
Platforms and Financial Technology segments as well as revenue and ARR from our Solovis business which was sold 
in October 2025. Solovis revenues and ARR were previously included in our Capital Access Platforms segment, and 
have been reclassified into “Other” for all prior periods presented.
4 ARR for a given period is the current annualized value derived from subscription contracts with a defined contract 
value. This excludes contracts that are not recurring, are one-time in nature or where the contract value fluctuates 
based on defined metrics. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is 
consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and 
Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the 
annualized value of components of the contract that are considered active as of the date of the ARR calculation. We 
do not include the future committed increases in the contract value as of the date of the ARR calculation. ACV 
Bookings for our Financial Technology segment excluding Financial Crime Management Technology refers to the 
maximum annualized committed contract value at the time of signature, excluding one-time fees and not accounting 
for initial discounts. For Financial Crime Management Technology, ACV bookings is calculated by averaging the total 
contract value over the contract term, including fixed increases. ARR and ACV are supplemental metrics to help 
evaluate the performance of the business. These measures are not a replacement for, and should be viewed 
independently of, U.S. GAAP revenue and deferred revenue as they are performance metrics, and are not intended to 
be combined with any of these items. ARR and ACV are not a forecast, and the active contracts at the end of a 
reporting period used in calculating these measures may or may not be extended or renewed by our customers. There 
is no U.S. GAAP measure comparable to ARR or ACV. As these metrics do not have any standardized definition they 
may not be comparable to similarly titled measures presented by other companies and should be viewed 
independently of revenue and deferred revenue and are not intended to be combined with or to replace either of those 
items.
5 Refer to our reconciliations of U.S. GAAP to non-GAAP metrics and organic and adjusted impacts, included in the 
attached schedules.
6 U.S. GAAP operating expense and tax rate guidance are not provided due to the inherent difficulty in quantifying 
certain amounts due to a variety of factors including the unpredictability in the movement in foreign currency rates, as 
well as future charges or reversals outside of the normal course of business.
7 Listings win rate includes eligible U.S. operating companies, direct listings, and SPAC business combinations. 

6

ABOUT NASDAQ
Nasdaq (Nasdaq: NDAQ) is a leading technology platform that powers the world’s economies. We 
architect the infrastructure of the world’s most modern markets, power the innovation economy, and build 
trust in the financial system. We empower economic opportunity by designing and deploying advanced 
technology, data, and intelligence solutions that enable our clients to capture opportunities, navigate risk, 
and strengthen resilience. To learn more about the company, technology solutions and career 
opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com. 
NON-GAAP INFORMATION
In addition to disclosing results determined in accordance with U.S. GAAP, Nasdaq also discloses certain 
non-GAAP results of operations, including, but not limited to, non-GAAP net income, non-GAAP diluted 
earnings per share, non-GAAP operating income, and non-GAAP operating expenses, that include certain 
adjustments or exclude certain charges and gains that are described in the reconciliation tables of U.S. 
GAAP to non-GAAP information provided at the end of this release. Management uses this non-GAAP 
information internally, along with U.S. GAAP information, in evaluating our performance and in making 
financial and operational decisions. We believe our presentation of these measures provides investors 
with greater transparency and supplemental data relating to our financial condition and results of 
operations. In addition, we believe the presentation of these measures is useful to investors for period-to-
period comparisons of results as the items described below in the reconciliation tables do not reflect 
ongoing operating performance.
These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from 
non-GAAP measures used by other companies. In addition, other companies, including companies in our 
industry, may calculate such measures differently, which reduces their usefulness as a comparative 
measure. Investors should not rely on any single financial measure when evaluating our business. This 
information should be considered as supplemental in nature and is not meant as a substitute for our 
operating results in accordance with U.S. GAAP. We recommend investors review the U.S. GAAP 
financial measures included in this earnings release. When viewed in conjunction with our U.S. GAAP 
results and the accompanying reconciliations, we believe these non-GAAP measures provide greater 
transparency and a more complete understanding of factors affecting our business than U.S. GAAP 
measures alone.
We understand that analysts and investors regularly rely on non-GAAP financial measures, such as those 
noted above, to assess operating performance. We use these measures because they highlight trends 
more clearly in our business that may not otherwise be apparent when relying solely on U.S. GAAP 
financial measures, since these measures eliminate from our results specific financial items that have less 
bearing on our ongoing operating performance.
Foreign exchange impact: In countries with currencies other than the U.S. dollar, revenue and expenses 
are translated using monthly average exchange rates. Certain discussions in this release isolate the 
impact of year-over-year foreign currency fluctuations to better measure the comparability of operating 
results between periods. Operating results excluding the impact of foreign currency fluctuations are 
calculated by translating the current period’s results by the prior period’s exchange rates.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Information set forth in this communication contains forward-looking statements that involve a number of 
risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee 
of future performance and that actual results could differ materially from those contained in the forward-
looking information. Such forward-looking statements include, but are not limited to (i) projections relating 
to our future financial results, total shareholder returns, growth, dividend program, trading volumes, 
products and services, ability to transition to new business models, taxes and achievement of synergy 

7

targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, 
divestitures and other strategic, restructuring, technology, de-leveraging and capital allocation initiatives, 
(iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or 
regulatory or government investigation or action to which we are or could become a party, and (v) other 
statements that are not historical facts. Forward-looking statements involve a number of risks, 
uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, 
Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and 
fluctuations, geopolitical instability, government and industry regulation, interest rate risk, and U.S. and 
global competition. Further information on these and other factors are detailed in Nasdaq’s filings with the 
U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly 
reports on Form 10-Q, which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com 
and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-
looking statement, whether as a result of new information, future events or otherwise.
WEBSITE DISCLOSURE
Nasdaq intends to use its website, ir.nasdaq.com, as a means for disclosing material non-public 
information and for complying with SEC Regulation FD and other disclosure obligations. 

Media Relations Contact

Investor Relations Contact

David Lurie

Ato Garrett

914.538.0533

212.401.8737

[email protected]

[email protected]

8

Nasdaq, Inc.

Condensed Consolidated Statements of Income

(in millions, except per share amounts)

(unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

Revenues:

Capital Access Platforms

$621

$520

$1,186

$1,028

Financial Technology

539

464

1,057

896

Market Services

1,372

1,101

2,419

2,240

Other Revenues

—

16

8

32

Total revenues

2,532

2,101

4,670

4,196

Transaction-based expenses:

Transaction rebates

(712)

(640)

(1,436)

(1,224)

Brokerage, clearance and exchange fees

(320)

(155)

(326)

(429)

Revenues less transaction-based expenses

1,500

1,306

2,908

2,543

Operating Expenses:

Compensation and benefits

383

352

739

681

Professional and contract services

42

39

82

75

Technology and communication infrastructure

88

79

171

156

Occupancy

35

30

68

58

General, administrative and other

23

23

52

29

Marketing and advertising

24

14

44

28

Depreciation and amortization

165

158

331

313

Regulatory

9

14

19

29

Merger and strategic initiatives

5

20

9

44

Restructuring charges

14

9

24

15

  

Total operating expenses

788

738

1,539

1,428

Operating income

712

568

1,369

1,115

Interest income

8

12

13

24

Interest expense

(86)

(95)

(172)

(192)

Net gain on divestitures

—

39

89

39

Other income (losses)

(2)

1

(15)

—

Net income from unconsolidated investees

21

23

47

50

Income before income taxes

653

548

1,331

1,036

Income tax provision

146

96

305

190

Net income

$507

$452

$1,026

$846

Net loss attributable to noncontrolling interests

—

—

—

1

Net income attributable to Nasdaq

$507

$452

$1,026

$847

Per share information:

Basic earnings per share

$0.90

$0.79

$1.81

$1.47

Diluted earnings per share

$0.89

$0.78

$1.80

$1.46

Cash dividends declared per common share

$0.31

$0.27

$0.58

$0.51

Weighted-average common shares outstanding

for earnings per share:

Basic

564.2

574.1

565.5

574.6

Diluted

567.8

579.0

569.7

579.5

9

Nasdaq, Inc.

Revenue Detail

(in millions)

(unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

CAPITAL ACCESS PLATFORMS

Data and Listing Services

$217

$198

$431

$391

Index

271

196

491

388

Workflow and Insights

133

126

264

249

Total Capital Access Platforms revenues

621

520

1,186

1,028

FINANCIAL TECHNOLOGY

Financial Crime Management Technology

98

81

191

157

Regulatory Technology

120

104

238

206

Capital Markets Technology

321

279

628

533

Total Financial Technology revenues

539

464

1,057

896

MARKET SERVICES

Market Services

1,372

1,101

2,419

2,240

Transaction-based expenses:

Transaction rebates

(712)

(640)

(1,436)

(1,224)

Brokerage, clearance and exchange fees

(320)

(155)

(326)

(429)

Total Market Services revenues, net

340

306

657

587

OTHER REVENUES

—

16

8

32

REVENUES LESS TRANSACTION-BASED EXPENSES

$1,500

$1,306

$2,908

$2,543

10

Nasdaq, Inc.

Condensed Consolidated Balance Sheets

(in millions)

June 30,

December 31,

2026

2025

Assets

(unaudited)

Current assets:

Cash and cash equivalents

$520

$604

Restricted cash and cash equivalents

26

210

Default funds and margin deposits

2,323

5,842

Financial investments

198

28

Receivables, net

1,182

943

Other current assets

284

376

Total current assets

4,533

8,003

Property and equipment, net

767

728

Goodwill

14,245

14,371

Intangible assets, net

6,223

6,511

Operating lease assets

481

447

Other non-current assets

1,092

993

Total assets

$27,341

$31,053

Liabilities

Current liabilities:

Accounts payable and accrued expenses

$252

$280

Section 31 fees payable to SEC

313

—

Accrued personnel costs

243

364

Deferred revenue

931

785

Other current liabilities

174

259

Default funds and margin deposits

2,323

5,842

Short-term debt

269

431

Total current liabilities

4,505

7,961

Long-term debt

8,492

8,573

Deferred tax liabilities, net

1,616

1,584

Operating lease liabilities

482

462

Other non-current liabilities

253

241

Total liabilities

15,348

18,821

Commitments and contingencies

Equity

Nasdaq stockholders' equity:

Common stock

6

6

Additional paid-in capital

4,353

5,122

Common stock in treasury, at cost

(784)

(716)

Accumulated other comprehensive loss

(1,874)

(1,773)

Retained earnings

10,287

9,588

Total Nasdaq stockholders' equity

11,988

12,227

Noncontrolling interests

5

5

Total equity

11,993

12,232

Total liabilities and equity

$27,341

$31,053

11

Nasdaq, Inc.

Reconciliation of U.S. GAAP to Non-GAAP Net Income and Diluted Earnings Per Share

(in millions, except per share amounts)

(unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

U.S. GAAP net income

$507

$452

$1,026

$847

Non-GAAP adjustments:

Amortization expense of acquired intangible assets 1

121

122

243

243

Merger and strategic initiatives expense 2

5

20

9

44

Restructuring charges 3

14

9

24

15

Gain from extinguishment of debt 4

—

—

—

(19)

Legal and regulatory matters 5

6

1

12

4

Net gain on divestitures 6

—

(39)

(89)

(39)

Net income from unconsolidated investees 7

(21)

(23)

(47)

(50)

Other losses 8

6

1

20

1

Total non-GAAP adjustments

131

91

172

199

Non-GAAP adjustment to the income tax provision 9

(33)

(24)

(44)

(52)

Other tax adjustments 10

—

(27)

—

(45)

Total non-GAAP adjustments, net of tax

98

40

128

102

Non-GAAP net income

$605

$492

$1,154

$949

U.S. GAAP diluted earnings per share

$0.89

$0.78

$1.80

$1.46

Total adjustments from non-GAAP net income above

0.18

0.07

0.23

0.18

Non-GAAP diluted earnings per share

$1.07

$0.85

$2.03

$1.64

Weighted-average diluted common shares outstanding 
for earnings per share:

567.8

579.0

569.7

579.5

12

Nasdaq, Inc.

Reconciliation of U.S. GAAP to Non-GAAP Operating Income and Operating Margin

(in millions)

(unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

U.S. GAAP operating income

$712

$568

$1,369

$1,115

Non-GAAP adjustments:

Amortization expense of acquired intangible assets 1

121

122

243

243

Merger and strategic initiatives expense 2

5

20

9

44

Restructuring charges 3

14

9

24

15

Gain from extinguishment of debt 4

—

—

—

(19)

Legal and regulatory matters 5

6

1

12

4

Other losses

1

1

1

1

Total non-GAAP adjustments

147

153

289

288

Non-GAAP operating income

$859

$721

$1,658

$1,403

Revenues less transaction-based expenses 

$1,500

$1,306

$2,908

$2,543

U.S. GAAP operating margin 11

47%

44%

47%

44%

Non-GAAP operating margin 12

57%

55%

57%

55%

Note: The percentages are calculated based on exact dollars, and therefore may not recalculate exactly 
using rounded numbers as presented in US$ millions.

13

Nasdaq, Inc.

Reconciliation of U.S. GAAP to Non-GAAP Operating Expenses

(in millions)

(unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

U.S. GAAP operating expenses

$788

$738

$1,539

$1,428

Non-GAAP adjustments:

Amortization expense of acquired intangible assets 1

(121)

(122)

(243)

(243)

Merger and strategic initiatives expense 2

(5)

(20)

(9)

(44)

Restructuring charges 3

(14)

(9)

(24)

(15)

Gain on extinguishment of debt 4

—

—

—

19

Legal and regulatory matters 5

(6)

(1)

(12)

(4)

Other losses

(1)

(1)

(1)

(1)

Total non-GAAP adjustments

(147)

(153)

(289)

(288)

Non-GAAP operating expenses

$641

$585

$1,250

$1,140

14

Nasdaq, Inc.

Footnotes to Press Release

Financial Tables

1

We amortize intangible assets acquired in connection with various acquisitions. Intangible asset 
amortization expense can vary from period to period due to episodic acquisitions completed, rather 
than from our ongoing business operations.

2

We have pursued various strategic initiatives and completed acquisitions and divestitures in recent 
years that have resulted in expenses which would not have otherwise been incurred. These expenses 
generally include integration costs, as well as legal, due diligence and other third-party transaction 
costs. The frequency and the amount of such expenses vary significantly based on the size, timing and 
complexity of the transaction. For the three and six months ended June 30, 2026, these costs included 
amounts associated with various strategic initiative costs. For the three and six months ended June 30, 
2025, these costs primarily included amounts associated with the transfer of open positions in our 
Nordic power futures business, Adenza integration costs and other strategic initiative costs.

3

In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management 
approved, committed to and initiated a restructuring program, “Adenza Restructuring” to optimize our 
efficiencies as a combined organization. We initiated the program upon the acquisition of Adenza and 
further expanded the program in the fourth quarter of 2024 following the achievement of our initial 
targets. We have incurred costs principally related to employee-related costs, contract terminations, 
asset impairments and other related costs and expect to incur additional costs in these areas in an 
effort to accelerate efficiencies through location strategy and enhanced AI capabilities. Actions taken as 
part of this program were completed as of December 31, 2025, and all costs have been incurred as of 
June 30, 2026. 

4

For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain 
is recorded in general, administrative and other expense in our Condensed Consolidated Statements of 
Income.

5

For the three and six months ended June 30, 2026 and 2025, this includes accruals relating to certain 
legal matters, which are recorded in professional and contract services in our Condensed Consolidated 
Statements of Income.

6

For the six months ended June 30, 2026, this primarily includes the recognition of an incremental gain 
on the divestiture of our Nordic power futures business, net of costs to sell. For the three and six 
months ended June 30, 2025, this includes gains on divestitures of our Nordic power futures business 
and our Nasdaq Risk Modelling for Catastrophes business.

7

We exclude our share of the earnings and losses of our equity method investments. This provides a 
more meaningful analysis of Nasdaq’s ongoing operating performance or comparisons in Nasdaq’s 
performance between periods.

8

For the three and six months ended June 30, 2026 and 2025, other items primarily include net gains 
and losses from strategic investments entered into through our corporate venture program. For the 
three and six months ended June 30, 2026, this also includes intangible asset impairments of customer 
relationships and licenses relating to the wind-down of our Nordic power futures business. The net 
effect of these items is included in other income (losses) in our Condensed Consolidated Statements of 
Income.

9

For the three and six months ended June 30, 2026 and 2025, the non-GAAP adjustment to the income 
tax provision primarily includes the tax impact of each non-GAAP adjustment.

10

For the three and six months ended June 30, 2025, other tax adjustments reflect a tax benefit related 
to payments made to certain former Adenza employees. For the six months ended June 30, 2025, this 
also reflects the release of the prior years' reserves following a favorable audit settlement.

11

U.S. GAAP operating margin equals U.S. GAAP operating income divided by revenues less 
transaction-based expenses.

12

Non-GAAP operating margin equals non-GAAP operating income divided by revenues less transaction-
based expenses.

15

Nasdaq, Inc.

Reconciliation of Organic and Adjusted Impacts 

(in millions, except per share amounts)

(unaudited)

Three Months 
Ended 
June 30, 

Total Variance

FX/Divestitures/
Acquisition 
impact

Organic 
Variance1

Adjustment

Adjusted 
Variance1

2026

2025

$

%

$

%

$

%

$

$

%

Capital Access Platforms

Data and Listing Services 

$217

$198

$19

10%

$1

—%

$18

9%

$—

$18

9%

Index 

271

196

75

38%

—

—%

75

38%

6

69

35%

Workflow and Insights 

133

126

7

5%

1

—%

6

5%

—

6

5%

Total Capital Access 
Platforms revenues

621

520

101

19%

2

—%

99

19%

6

93

18%

Financial Technology

Financial Crime 
Management Technology 

98

81

17

22%

—

—%

17

22%

—

17

22%

Regulatory Technology 

120

104

16

15%

2

—%

14

13%

—

14

13%

Capital Markets Technology 

321

279

42

15%

2

—%

40

14%

—

40

14%

Total Financial 
Technology revenues

539

464

75

16%

4

—%

71

15%

—

71

15%

Market Services net 
revenues

340

306

34

11%

1

—%

33

11%

—

33

11%

Other revenues

—

16

(16)

(100)%

(16)

(100)%

—

—%

—

—

—%

Revenues less transaction-
based expenses

$1,500

$1,306

$194

15%

$(9)

(1)%

$203

16%

$6

$197

15%

Solutions revenue 2

$1,160

$991

$169

17%

$(1)

(1)%

$170

17%

$6

$164

17%

Non-GAAP Operating 
Expenses

$641

$585

$56

10%

$(4)

(1)%

$60

10%

$—

$60

10%

Non-GAAP Operating 
Income

$859

$721

$138

19%

$(5)

(1)%

$143

20%

$6

$137

19%

Non-GAAP diluted earnings 
per share

$1.07

$0.85

$0.22

25%

$—

—%

$0.22

26%

$0.01

$0.21

25%

Note: The percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded 
numbers as presented in US$ millions. The sum of the percentage changes may not tie to the percentage change in total 
variance due to rounding.

1 Adjusted and organic variance is calculated by removing the impacts of changes in foreign exchange rates, an acquisition, 
and divestitures. Adjusted variance also excludes a one-time revenue benefit in our Index business in the second quarter of 
2026.

2 Total Solutions revenues includes Capital Access Platforms and Financial Technology revenues as well as $7 million of 
Other revenue in the second quarter of 2025, related to the sale of the Solovis business, which was sold in the fourth 
quarter of 2025.

16

Nasdaq, Inc.

Key Drivers Detail

(unaudited)

Three Months 
Ended

Six Months 
Ended

June 30,

June 30,

2026

2025

2026

2025

Capital Access Platforms

Annualized recurring revenues (in millions) 1

$1,388

$1,286

$1,388

$1,286

Initial public offerings

The Nasdaq Stock Market 

68

79

131

142

Nasdaq operating company IPOs

26

38

41

83

SPACs

42

41

90

59

Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic

11

6

13

10

Total new listings

The Nasdaq Stock Market

188

194

364

364

Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic 2

15

6

20

15

Number of listed companies

The Nasdaq Stock Market 3

4,659

4,238

4,659

4,238

Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic 4

1,109

1,148

1,109

1,148

Index

Number of licensed exchange traded products

481

422

481

422

Period end ETP assets under management (AUM) tracking Nasdaq indexes 
(in billions)

$1,114

$745

$1,114

$745

Total average ETP AUM tracking Nasdaq indexes (in billions)

$1,014

$663

$946

$662

TTM 5 net inflows ETP AUM tracking Nasdaq indexes (in billions)

$109

$88

$109

$88

TTM 5 net appreciation ETP AUM tracking Nasdaq indexes (in billions)

$260

$88

$260

$88

Financial Technology

Annualized recurring revenues (in millions) 1

Financial Crime Management Technology

$359

$308

$359

$308

Regulatory Technology

428

376

428

376

Capital Markets Technology

1,083

932

1,083

932

Total Financial Technology

$1,870

$1,616

$1,870

$1,616

Market Services

Equity Derivative Trading and Clearing

U.S. equity options

Total industry average daily volume (in millions)

66.5

52.5

64.6

53.0

Nasdaq PHLX matched market share

11.2%

9.6%

11.8%

9.4%

The Nasdaq Options Market matched market share

2.6%

4.3%

2.6%

4.7%

Nasdaq Texas Options matched market share (formerly Nasdaq BX)

1.3%

1.7%

1.3%

1.7%

Nasdaq ISE Options matched market share

6.6%

6.6%

6.4%

6.7%

Nasdaq GEMX Options matched market share

3.4%

4.4%

3.4%

4.0%

Nasdaq MRX Options matched market share

4.0%

2.8%

4.1%

2.8%

Total matched market share executed on Nasdaq's exchanges

29.1%

29.4%

29.6%

29.3%

Nasdaq Nordic and Nasdaq Baltic options and futures

Total average daily volume of options and futures contracts

221,789

223,450

235,945

240,133

17

Cash Equity Trading

Total U.S.-listed securities

Total industry average daily share volume (in billions)

20.2

18.4

20.1

17.1

Matched share volume (in billions)

184.5

158.4

368.2

295.5

The Nasdaq Stock Market matched market share

14.3%

13.5%

14.5%

13.8%

Nasdaq Texas matched market share (formerly Nasdaq BX)

0.3%

0.3%

0.3%

0.3%

Nasdaq PSX matched market share

0.1%

0.1%

0.1%

0.1%

Total matched market share executed on Nasdaq's exchanges

14.7%

13.9%

14.9%

14.2%

Market share reported to the FINRA/Nasdaq Trade Reporting Facility

46.4%

47.7%

46.0%

47.9%

Total market share 6

61.1%

61.6%

60.9%

62.1%

Nasdaq Nordic and Nasdaq Baltic securities

Average daily number of equity trades executed on Nasdaq's exchanges

747,410

804,121

773,062

796,426

Total average daily value of shares traded (in billions)

$6.2

$5.7

$6.5

$5.5

Total market share executed on Nasdaq's exchanges 7

74.5%

71.9%

74.4%

71.2%

1

Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription 
contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature, or 
where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics 
to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is 
therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be 
viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either 
of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with 
the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring 
revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of 
components of the contract that are considered active as of the date of the ARR calculation. We do not include the 
future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the 
active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by 
our customers.

2

New listings include IPOs and represent companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and 
companies on the alternative markets of Nasdaq First North.

3

Number of total listings on The Nasdaq Stock Market for the three and six months ended June 30, 2026 and 2025 
included 1,243 and 914 ETPs, respectively.

4

Represents companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative 
markets of Nasdaq First North.

5

Trailing twelve months.

6

Includes transactions executed on The Nasdaq Stock Market's, Nasdaq Texas's (formerly Nasdaq BX) and Nasdaq 
PSX's systems plus trades reported through the Financial Industry Regulatory Authority/Nasdaq Trade Reporting 
Facility.

7

European cash equities markets include cash equities exchanges of Sweden, Denmark, Finland, and Iceland. Minor 
adjustments to prior periods reflect data from a new consolidated data provider that accurately captures all primary 
trading venues and Multilateral Trading Facilities, or MTFs.