Amended and Restated Board Compensation Policy, effective on June 16, 2021

•If cash is selected, the cash portion will be paid semi- annually in arrears, in equal installments, no later than the fifteenth day of the third month following the end of the semi-annual period; provided, however, that a Director will have a right to receive a cash payment for any given period only if that person serves as a Director during all or a portion of that period, with the cash payment for the period being prorated in the case of a person who serves as a Director during only a portion of a period (other than on account of death or disability).

•A Director appointed after the annual shareholders meeting will be eligible to receive a prorated share of the Annual Retainer compensation. Such a Director may elect to receive the entire prorated share of the Annual Retainer compensation in cash or equity. Any cash portion will be paid semi-annually in arrears.

•All Directors, including the Chairman and Lead Independent Director, will receive an additional annual equity award in the form of Restricted Stock Units, in the amount of $260,000 per annum.

•The annual equity award will be granted to each Director automatically on the date of the Annual Meeting immediately following the Director’s election and appointment to the Board. A Director appointed to the Board at any time after the annual shareholders meeting will be eligible to receive a prorated share of the annual equity award.

•The annual equity award will be paid in accordance with the “Policies and Procedures Relating to Equity Grants” below.

•The Chairperson of the Audit & Risk Committee will receive an Annual Chair Fee of $40,000.

•The Chairperson of the Management Compensation Committee will receive an Annual Chair Fee of $30,000.

•The Chairperson of the Finance and Nominating & ESG Committees will receive an Annual Chair Fee of $20,000.

•The Annual Chair fees will be paid in equity; however, each Chairperson may elect to receive the entire Annual Chair fees in cash. The Annual Chair fees will be issued as Restricted Stock Units to each eligible director automatically on the date of the Annual Meeting immediately following the Director’s election and appointment by the Board. A Chairperson appointed to the Board at any time after the annual shareholders meeting will be eligible to receive a prorated share of the Annual Committee Chair Fees. Fees paid in equity will be paid in accordance with the “Policies and Procedures Relating to Equity Grants” below.

•If cash is selected, the cash portion will be paid semi- annually in arrears, in equal installments, no later than the fifteenth day of the third month following the end of the semi-annual period; provided, however, that a Director will have a right to receive a cash payment for any given period only if that person serves as a Director during all or a portion of that period, with the cash payment for the period being prorated in the case of a person who serves as a Director during only a portion of a period (other than on account of death or disability).

•Each Non-Chair Member of the Audit & Risk Committee will receive an annual membership fee of $20,000.

•Each Non-Chair Member of the Management Compensation Committee and Nominating & ESG Committee will receive an annual membership fee of $10,000.

•Each Non-Chair Member of the Finance Committee will receive an annual membership fee of $5,000.

•The Annual Committee Member fees will be paid in equity; however, each Non-Chair Member may elect to receive the entire Annual Committee Member fees in cash. The Annual Committee Member fees will be issued as Restricted Stock Units to each eligible director automatically on the date of the Annual Meeting immediately following the Director’s election and appointment by the Board. A Director appointed to the Board at any time after the annual shareholders meeting will be eligible to receive a prorated share of the Annual Committee Member Fees. Fees paid in equity will be paid in accordance with the “Policies and Procedures Relating to Equity Grants” below.

•If cash is selected, the cash portion will be paid semi- annually in arrears, in equal installments, no later than the fifteenth day of the third month following the end of the semi-annual period; provided, however, that a Director will have a right to receive a cash payment for any given period only if that person serves as a Director during all or a portion of that period, with the cash payment for the period being prorated in the case of a person who serves as a Director during only a portion of a period (other than on account of death or disability).

•All Director equity will be granted under the Equity Plan.

•Calculation of the number of shares of equity to be awarded to Directors will be valued at 100% of face value and based on the closing price of Nasdaq’s

common stock on the date of the grant. Equity awards are non-transferable and must be issued to the Director.

•Any grants of equity under this policy shall be exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

•Equity awards will vest 100% one (1) year from the date of the grant. Equity awards will also vest upon the scheduled expiration of a Director’s term, if such term is not renewed.

•Upon a Director’s resignation (other than for death or disability) prior to the end of the Director’s term, unvested equity awards will be forfeited.

•Upon termination of a Director for “Misconduct,” all unvested equity awards will be forfeited without further consideration to the Director.

•Upon termination of a Director on account of his death or disability, unvested equity awards will vest.

•Shortly after vesting, vested shares will appear in the Director’s account at E*Trade. To view this information, a Director may log directly onto his or her online E*Trade account at https://us.etrade.com/e/t/user/login_sp. Additionally, a Director may contact E*Trade’s Executive Services Team at ###-###-#### or via email at executiveservices@etrade.com

•Equity awards will be evidenced by an Equity Award Agreement to be entered into with each Director.

•Once vested, shares will be freely tradeable. Nasdaq does not have a repurchase right or obligation.

•Trading in Nasdaq shares, however, is subject to the Director and Executive Officers Trading Policy and to any contractual restrictions on transfer, such as lock- up agreements, that may be applicable.

•SEC Form 4s (Change in Beneficial Ownership) must be filed by each Director with the SEC within 2 business days of equity grants. The Director may request Nasdaq’s assistance with the preparation and filing of Form 4s and other Section 16 reports by providing a completed Power of Attorney and CIK/CCC Code, if the Director has a CIK/CCC Code currently assigned.

•Equity will be reflected as stock owned by Directors, if required, in the Beneficial Ownership Table of the

Nasdaq Proxy and will be disclosed under the general Director Compensation section of the Proxy.

•Stock ownership guidelines for Directors of Nasdaq are as follows.

•New Directors are expected to meet the applicable level of ownership within four years of their election to the Board of Directors.

•The value of shares owned will be calculated based upon Nasdaq’s average closing common stock price for a 90 day period prior to the date on which the Director is expected to meet the applicable level of stock ownership.

•Shares that count toward meeting the stock ownership guidelines include:

•Shares owned outright (e.g., shares obtained upon option exercise, shares purchased in the open market, etc.)

•Shared ownership (e.g., shares owned or held in trust by immediate family)

•Vested and unvested restricted shares

•Shares that do not count toward meeting the stock ownership guidelines:

•Vested stock options

•Unvested stock options

•Once an applicable guideline threshold has been attained, the Director is expected to continuously retain sufficient share ownership to meet the guideline for as long as the Director is subject to the Stock Ownership Guidelines.

•There may be instances where an exception to the guidelines is necessary or appropriate, including in cases where the satisfaction of the guidelines would place a severe hardship on the Director. In such cases, the Chairman of the Board will make a final determination as to whether an exception to the Stock Ownership Guidelines, in whole or in part, will be granted.