Summary
This 8-K filing from The NASDAQ OMX Group, Inc. (now Nasdaq) on May 11, 2015, primarily details the outcomes of its annual meeting of stockholders held on May 6, 2015. Key among these is the approval of the amended and restated Nasdaq Executive Corporate Incentive Plan (ECIP), designed to comply with Section 162(m) of the Internal Revenue Code. This plan, retroactively effective from January 1, 2015, replaces the previous 2010 plan and aims to provide performance-based cash incentives to executives, subject to the management compensation committee's selection. The filing also reports on the election of all director nominees for one-year terms, the advisory approval of executive compensation, and the ratification of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2015. Notably, a stockholder proposal regarding the "Right to Act by Written Consent" was not approved by the shareholders.
Key Highlights
- 1Stockholders approved the Nasdaq Executive Corporate Incentive Plan (ECIP), as amended and restated, effective retroactively from January 1, 2015.
- 2The ECIP replaces the 2010 Executive Corporate Incentive Plan and is designed to comply with Section 162(m) of the Internal Revenue Code for performance-based executive compensation.
- 3All director nominees presented by Nasdaq were elected to serve one-year terms.
- 4The company's executive compensation was approved on an advisory basis by the stockholders.
- 5Ernst & Young LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2015.
- 6A stockholder proposal seeking the "Right to Act by Written Consent" was not approved.
- 7The filing confirms no changes to the registrant's principal executive offices or former name/address since the last report.