NDAQ — Ticker Eval done
1. Composite Trajectory Verdict
Given Nasdaq's business model as a diversified exchange and technology platform with high recurring revenue (ARR) and significant operating leverage, the income statement carries the most weight for assessing financial performance, supported by cash flow conversion and balance sheet deleveraging.
Composite Trajectory: Improving
Annual results show accelerating growth in net revenue (+12.9% YoY to $5,249M), operating income (+29.7% to $2,331M), and net income (+60.1% to $1,788M) for FY2025 versus FY2024 (10-K 2025-12-31, Consolidated Statements of Operations). Quarterly results sustain this momentum: Q2 2026 net revenue rose 14.9% YoY to $1,500M, operating income rose 25.2% to $712M, and net income rose 12.2% to $507M (10-Q 2026-06-30, MD&A). Operating cash flow grew 16.3% annually to $2,255M (10-K 2025-12-31, Consolidated Statements of Cash Flows). The balance sheet shows consistent deleveraging (long-term debt down to $8,573M from $9,081M) and equity growth to $12.2B (10-K 2025-12-31, Consolidated Balance Sheets). All three statements point to improvement across comparable annual periods and the most recent quarterly periods.
2. Red Flags
- Material recurring non-GAAP adjustments: GAAP net income of $1,788M vs non-GAAP $2,014M in FY2025 (adjustments $226M net of tax); FY2024 GAAP $1,117M vs non-GAAP $1,631M (adjustments $514M). Adjustments include $487M amortization of acquired intangibles, $60M merger/strategic costs, $42M restructuring, and $86M divestiture gains (10-K 2025-12-31, Non-GAAP Financial Measures).
- Restructuring charges persist across periods: $80M (FY2023), $116M (FY2024), $42M (FY2025), $24M (YTD Q2 2026). The expanded Adenza program expects ~$140M total pre-tax charges with costs potentially recognized into H1 2026 (10-K 2025-12-31, Expenses; 10-Q 2026-06-30, Expenses).
- Merger/strategic initiative costs recur: $148M (FY2023), $35M (FY2024), $60M (FY2025), $9M (YTD Q2 2026). FY2025 included repayment of a prior termination fee related to Nordic power futures (10-K 2025-12-31, Expenses).
- Section 31 fee liability volatility: Payable swung from $319M (Dec 2024) to $0 (Dec 2025) to $313M (Jun 2026) due to SEC rate changes (rate went to zero in Q2 2025) (10-K 2025-12-31, Consolidated Balance Sheets; 10-Q 2026-06-30, Consolidated Balance Sheets).
- Goodwill exceeds equity: $14.3B goodwill (Oct 2025 test) vs $12.2B stockholders' equity (10-K 2025-12-31, Critical Accounting Policies; Consolidated Balance Sheets). Qualitative impairment test passed but carries inherent risk.
- YTD operating cash flow flat despite higher net income: $1,400M (YTD Q2 2026) vs $1,409M (YTD Q2 2025) due to working capital changes and higher non-cash gains (10-Q 2026-06-30, Cash Flow Analysis).
3. Earnings Assessment (Income Statement)
Earnings Trajectory: Improving
Net revenue (revenues less transaction-based expenses) grew 12.9% to $5,249M in FY2025 and 14.4% to $2,908M in YTD Q2 2026 (10-K 2025-12-31, Consolidated Statements of Operations; 10-Q 2026-06-30, MD&A). Operating income expanded faster at 29.7% (FY2025) and 22.7% (YTD Q2 2026), reflecting operating leverage as expenses grew only 2.3% and 7.8% respectively (10-K 2025-12-31, Consolidated Statements of Operations; 10-Q 2026-06-30, MD&A). Net income attributable to Nasdaq surged 60.1% to $1,788M in FY2025 (aided by $86M divestiture gains and $83M equity method income) and 21.2% to $1,026M in YTD Q2 2026 (10-K 2025-12-31, Consolidated Statements of Operations; 10-Q 2026-06-30, MD&A). All three segments contributed: Capital Access Platforms +9.9%/+15.5%, Financial Technology +14.1%/+17.9%, Market Services net +17.7%/+12.0% (10-K 2025-12-31, Segment Operating Results; 10-Q 2026-06-30, Segment Operating Results). Diluted EPS grew 60.3% (FY2025) and 23.3% (YTD Q2 2026) (10-K 2025-12-31, Consolidated Statements of Operations; 10-Q 2026-06-30, MD&A).
4. Cash Generation Assessment (Statement of Cash Flows)
Cash Trajectory: Improving
Annual operating cash flow rose steadily: $1,696M (FY2023), $1,939M (FY2024), $2,255M (FY2025) — a 16.3% YoY increase in FY2025 (10-K 2025-12-31, Consolidated Statements of Cash Flows). Capital expenditures remained modest ($158M, $207M, $266M), implying free cash flow growth to ~$1,989M in FY2025 (10-K 2025-12-31, Consolidated Statements of Cash Flows). YTD Q2 2026 operating cash flow was $1,400M, roughly flat versus $1,409M in YTD Q2 2025, with the filing citing working capital timing and higher non-cash divestiture gains as offsets to higher net income (10-Q 2026-06-30, Cash Flow Analysis). Investing and financing cash flows are distorted by large gross movements in default funds and margin deposits (customer funds), which the company states have no impact on its own cash position (10-K 2025-12-31, Cash Flow Analysis; 10-Q 2026-06-30, Cash Flow Analysis). Excluding those, core cash generation supports increasing dividends ($601M paid FY2025, $305M YTD Q2 2026) and share repurchases ($616M FY2025, $834M YTD Q2 2026) (10-K 2025-12-31, Consolidated Statements of Cash Flows; 10-Q 2026-06-30, Consolidated Statements of Cash Flows).
5. Balance Sheet Assessment
Balance Sheet Trajectory: Improving
Stockholders' equity grew from $11.2B (Dec 2024) to $12.2B (Dec 2025) and remained at $12.2B (Jun 2026) despite share repurchases (10-K 2025-12-31, Consolidated Balance Sheets; 10-Q 2026-06-30, Consolidated Balance Sheets). Total debt (short-term + long-term) declined from $9.48B (Dec 2024) to $9.00B (Dec 2025) (10-K 2025-12-31, Consolidated Balance Sheets). Interest coverage (operating income / interest expense) improved from 4.3x (FY2024) to 6.3x (FY2025) (10-K 2025-12-31, Consolidated Statements of Operations). Working capital (excluding offsetting default funds) improved from -$116M (Dec 2024) to $42M (Dec 2025), though it slipped to $28M (Jun 2026) due to higher Section 31 fees payable and deferred revenue (10-K 2025-12-31, Liquidity and Capital Resources; 10-Q 2026-06-30, Liquidity and Capital Resources). The weighted average debt interest rate held near 3.7-3.8% (10-K 2025-12-31, Debt Obligations; 10-Q 2026-06-30, Debt Obligations). A $1.5B revolving credit facility was amended in June 2026 with extended maturity (10-Q 2026-06-30, Debt Obligations).
6. Data Gaps
- Quarterly income statement and cash flow data for Q1 2026, Q3 2025, and Q2 2025 (referenced in DOCUMENTS PROVIDED but not included in the filings text) — would enable sequential quarterly trend analysis.
- YTD Q2 2025 capital expenditures (to compute comparable YTD free cash flow) — not explicitly disclosed in the 10-Q 2026-06-30.
- Full June 30, 2026 debt maturity schedule and covenant detail — truncated in provided XBRL.
- Segment-level operating income for quarterly periods — only annual segment operating income provided in 10-K.
- Breakdown of "Other revenues" for quarterly periods beyond the net impact of divested businesses.