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Filing Details

Accession Number:: 0001181431-12-064062
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-12-12 16:09:21
Reporting Period:: 2012-12-10

Filing Date:: 2012-12-12
Accepted Time:: 2012-12-12 16:09:21
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1120193	Nasdaq Omx Group Inc.	NDAQ	Security & Commodity Brokers, Dealers, Exchanges & Services (6200)	521165937

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1214669	Robert Greifeld	One Liberty Plaza New York NY 10006	Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $0.01 Per Share	Acquisiton	2012-12-10	35,000	$5.28	708,055	No	4	M	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2012-12-10	35,000	$23.60	673,055	No	4	S	Direct
Common Stock, Par Value $0.01 Per Share	Acquisiton	2012-12-11	40,000	$5.28	713,055	No	4	M	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2012-12-11	40,000	$23.57	673,055	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (Right to Buy)	Disposition	2012-12-10	35,000	$0.00	35,000	$5.28
Common Stock	Employee Stock Option (Right to Buy)	Disposition	2012-12-11	40,000	$0.00	40,000	$5.28

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
665,000		2013-04-15	No	4	M	Direct
625,000		2013-04-15	No	4	M	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Employee Stock Option (Right to Buy)	$6.30	2013-06-11	1,000,000	1,000,000	Direct
Common Stock	Employee Stock Option (Right to Buy)	$21.31	2019-06-30	900,000	900,000	Direct
Common Stock	Employee Stock Option (Right to Buy)	$35.92	2016-12-13	960,000	960,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2013-06-11	1,000,000	1,000,000	Direct
2019-06-30	900,000	900,000	Direct
2016-12-13	960,000	960,000	Direct

Footnotes

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 26, 2012.
The price reported in this box is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.45 to $23.77, inclusive. The reporting person undertakes to provide to The NASDAQ OMX Group, Inc., any security holder of The NASDAQ OMX Group, Inc. or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.
The price reported in this box is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.47 to $23.69, inclusive. The reporting person undertakes to provide to The NASDAQ OMX Group, Inc., any security holder of The NASDAQ OMX Group, Inc. or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3) to this Form 4.
Represents (i) 300,000 shares of common stock acquired upon exercise of vested stock options, (ii) 209,383 vested shares of restricted stock and (iii) 163,672 vested shares underlying PSUs.
Options exercisable as to 100%.
Options exercisable as to 100%.
Options exercisable as to 450,000 shares on each of December 31, 2011 and December 31, 2012.
Options exercisable as to 80,000 shares on December 13, 2007, 160,000 shares on December 13, 2008, 240,000 shares on December 13, 2009, 240,000 shares on December 13, 2010, 160,000 shares on December 13, 2011 and 80,000 shares on December 13, 2012.