Summary
This SEC filing announces a significant leadership change in Nasdaq's finance department. Effective December 1, 2023, Sarah Youngwood will assume the role of Executive Vice President and Chief Financial Officer, replacing Ann M. Dennison, who will depart on the same date after serving in an advisory capacity. Ms. Youngwood brings extensive financial experience from her previous roles at UBS and JPMorgan Chase, most notably as Group Chief Financial Officer at UBS and CFO of JPMorgan Chase's Consumer & Community Banking segment. Investors should note the comprehensive compensation package for Ms. Youngwood, including a substantial base salary, target bonus, and significant equity awards totaling $16 million ($6 million in April 2025 and $10 million upon commencement), with a mix of performance share units and restricted stock units. The filing also details Ms. Dennison's separation terms, which include an 18-month base salary and target bonus severance, continued vesting of certain equity awards, and other benefits, underscoring a structured transition. The appointment of a CFO with a strong background in large financial institutions like UBS and JPMorgan Chase could signal a strategic focus on financial operations and potentially cost management or growth initiatives. The compensation structure for Ms. Youngwood, particularly the performance-based equity, aligns her incentives with long-term company performance.
Key Highlights
- 1Nasdaq has appointed Sarah Youngwood as its new Executive Vice President and Chief Financial Officer, effective December 1, 2023.
- 2Ms. Youngwood has a strong financial background, having served as Group CFO at UBS and CFO of JPMorgan Chase's Consumer & Community Banking business.
- 3Ann M. Dennison will depart from her role as CFO on December 1, 2023, and remain an advisor until December 31, 2023.
- 4Ms. Youngwood's compensation package includes an annual base salary of $700,000, a target bonus of 200% of base salary, and substantial equity awards totaling $16 million.
- 5The new CFO will receive a $10 million one-time equity award upon commencement, comprising 50% RSUs and 50% PSUs.
- 6Ms. Dennison's separation agreement includes 18 months of base salary and target bonus severance, continued vesting of certain equity, and other benefits.
- 7The company also outlines severance provisions for Ms. Youngwood in case of termination without cause or resignation for good reason, including salary continuation and accelerated equity vesting.