2
Part I
Item 1. Business
Overview
Nasdaq, Inc. is a leading provider of trading, clearing, exchange
technology, regulatory, securities listing, information and
public company services. Our global offerings are diverse and
include trading and clearing across multiple asset classes, trade
management services, data products, financial indexes, capital
formation solutions, corporate solutions, and market
technology products and services. Our technology powers
markets across the globe, supporting equity derivative trading,
clearing and settlement, cash equity trading, fixed income
trading and many other functions.
History
Nasdaq was founded in 1971 as a wholly-owned subsidiary of
FINRA. Beginning in 2000, FINRA restructured and broadened
ownership in Nasdaq by selling shares to FINRA members,
investment companies and issuers listed on The Nasdaq Stock
Market. In connection with this restructuring, FINRA fully
divested its ownership of Nasdaq in 2006, and The Nasdaq
Stock Market became fully operational as an independent
registered national securities exchange in 2007. In 2006,
Nasdaq also reorganized its operations into a holding company
structure.
In February 2008, Nasdaq and OMX AB combined their
businesses. This transformational combination resulted in the
expansion of our business from a U.S.-based exchange operator
to a global exchange company offering technology that powers
our own exchanges and markets as well as many other
marketplaces around the world. In connection with this
acquisition, we changed our corporate name to The NASDAQ
OMX Group, Inc. We operated under this name until we
rebranded our business as Nasdaq, Inc. in 2015.
Since 2008, in addition to growing organically, we have
executed multiple acquisitions that have expanded our
operations globally and increasingly diversified our product
and service offerings. These acquisitions included, among
others, the Philadelphia Stock Exchange, Inc. in 2008,
SMARTS in 2010, eSpeed and the TR Corporate businesses in
2014 and ISE in 2016.
Products and Services
We manage, operate and provide our products and services in
four business segments: Market Services, Corporate Services,
Information Services and Market Technology.
In 2016, due to
changes in our executive leadership and to better reflect how
our chief operating decision maker views the businesses, we
realigned our reportable segments to integrate the Corporate
Solutions and Listing Services businesses into our new
Corporate Services segment. Market Technology is now a
separate reportable segment. Prior to this change, our Corporate
Solutions and Market Technology businesses were part of our
Technology Solutions segment. All prior period segment
disclosures have been recast to reflect our change in reportable
segments.
See Note 1, “Organization and Nature of Operations,” and Note
19, “Business Segments,” to the consolidated financial
statements for additional financial information about our
reportable segments and geographic data.
Market Services
Our Market Services segment includes our Equity Derivative
Trading and Clearing, Cash Equity Trading, FICC and Trade
Management Services businesses. Our FICC business was
formerly referred to as fixed income, currency and commodities
trading and clearing, and our Trade Management Services
business was formerly referred to as access and broker services.
We operate multiple exchanges and other marketplace facilities
across several asset classes, including derivatives,
commodities, cash equity, debt, structured products and ETPs.
In addition, in some countries where we operate exchanges, we
also provide broker services, clearing, settlement and central
depository services. Our transaction-based platforms provide
market participants with the ability to access, process, display
and integrate orders and quotes. The platforms allow the routing
and execution of buy and sell orders as well as the reporting of
transactions, providing fee-based revenues.
Equity Derivative Trading and Clearing
Following our acquisition of ISE, we now operate six electronic
options exchanges in the U.S.: Nasdaq PHLX, The Nasdaq
Options Market, Nasdaq BX Options, Nasdaq ISE, Nasdaq
GMNI and Nasdaq MCRY. These exchanges facilitate the
trading of equity options, ETF options, index options and
foreign currency options. For the year ended December 31,
2016, our options exchanges had a combined matched market
share of 31.6% in the U.S. equity options market, consisting of
16.0% at Nasdaq PHLX, 7.8% at The Nasdaq Options Market,
0.8% at Nasdaq BX Options, 5.8% at Nasdaq ISE, 1.1% at
Nasdaq GMNI and 0.1% at Nasdaq MCRY. Together, our
combined market share represented the largest share of the U.S.
market for multiply-listed options on equities and ETFs. Our
options trading platforms provide trading opportunities to both
retail investors, algorithmic trading firms and market makers,
who tend to prefer electronic trading, and institutional investors,
who typically pursue more complex trading strategies and often
trade on the floor.
In Europe, Nasdaq offers trading in derivatives, such as stock
options and futures, index options and futures and fixed-income
options and futures. Nasdaq Clearing offers clearing services
for fixed-income options and futures, stock options and futures,
index options and futures, and interest rate swaps by serving as
the CCP. Nasdaq Clearing also operates a clearing service for
the resale and repurchase agreement market.
Cash Equity Trading
In the U.S., we operate three cash equity exchanges: The Nasdaq
Stock Market, Nasdaq BX and Nasdaq PSX. The Nasdaq Stock
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