SEC FORM
5
SEC Form 5
| FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0362 |
| Estimated average burden |
| hours per response: |
1.0 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
|
Form 3 Holdings Reported. |
|
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
| PO BOX, 506690, LEVEL 7 |
| PRECINCT BUILDING 5,GATE DISTRICT, DIFC |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NASDAQ OMX GROUP, INC.
[ NDAQ ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year)
12/31/2011
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Amount |
(A) or (D) |
Price |
| Common Stock, Par Value $0.01 Per Share |
06/23/2011 |
|
J4
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17,660,367 |
A |
$0
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29,780,515
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D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| (A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
| PO BOX, 506690, LEVEL 7 |
| PRECINCT BUILDING 5,GATE DISTRICT, DIFC |
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
| Explanation of Responses: |
|
|
|
| Remarks: |
|
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/s/ Khalifa Al Daboos, Director for INVESTMENT CORPORATION OF DUBAI |
03/27/2012 |
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/s/ Essa Kazim, Chairman for BORSE DUBAI LIMITED |
03/27/2012 |
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/s/ Abdulaziz Al Muhairi, Director for BORSE DUBAI LIMITED |
03/27/2012 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
rrd304366_343967.html
SIGNATURE
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Form 5 is true, complete and correct.
Dated: March 27, 2012
INVESTMENT CORPORATION OF DUBAI
By: /s/Khalifa Al Daboos
---------------------------------
Name: Khalifa Al Dagoos
Title: Director
BORSE DUBAI LIMITED
By: /s/Essa Kazim
---------------------------------
Name: Essa Kazim
Title: Chairman
By: /s/ Abdulaziz Al Muhairi
---------------------------------
Name: Abdulaziz Al Muhairi
Title: Director
rrd304366_343968.html
JOINT FILING AGREEMENT
Pursuant to and in accordance with the Securities Exchange Act of 1934, as
amended, and the rules and regulations thereunder, each party hereto hereby
agrees to the joint filing, on behalf of each of them, of any filing required by
such party under Section 13 or Section 16 of the Exchange Act or any rule or
regulation thereunder (including any amendment, restatement, supplement and/or
exhibit thereto) with the Securities and Exchange Commission (and, if such
security is registered on a national securities exchange, also with the
exchange), and further agrees to the filing, furnishing, and/or incorporation by
reference of this agreement as an exhibit thereto. This agreement shall remain
in full force and effect until revoked by any party hereto in a signed writing
provided to each other party hereto, and then only with respect to such revoking
party.
IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused
this agreement to be executed and effective as of the date first written above.
Dated: March 27, 2012
INVESTMENT CORPORATION OF DUBAI
By: /s/ Khalifa Al Daboos
--------------------------------
Name: Khalifa Al Daboos
Title: Director
BORSE DUBAI LIMITED
By: /s/ Essa Kazim
--------------------------------
Name: Essa Kazim
Title: Chairman
By: /s/ Abdulaziz Al Muhairi
--------------------------------
Name: Abdulaziz Al Muhairi
Title: Director
