Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 8-K

 


CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 7, 2008 (January 2, 2008)

 


THE NASDAQ STOCK MARKET, INC.

(Exact Name of Registrant as Specified in its Charter)

 


 

DELAWARE   000-32651   52-1165937

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

One Liberty Plaza

New York, New York

  10006
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number including area code: (212) 401-8700

No change since last report

(Former Name or Address, if Changed Since Last Report)

 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 1.01. Entry into a Material Definitive Agreement.

On January 2, 2008, The Nasdaq Stock Market, Inc. (“Nasdaq”) and OMX AB (publ) (“OMX”) entered into a letter agreement (the “Letter Agreement”) relating to the transaction agreement entered into between Nasdaq and OMX on May 25, 2007 (as amended, the “Transaction Agreement”). The Letter Agreement clarifies certain matters having to do with the inter-relationship between the Transaction Agreement and the OMX Transaction Agreement entered into by and among Nasdaq, Borse Dubai Limited and BD Stockholm AB on November 15, 2007, and includes, among other things, provisions relating to certain aspects of the governance of Nasdaq after the acquisition of Nasdaq by OMX.

The foregoing summary of the Letter Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Letter Agreement, which is attached as Exhibit 10.1 hereto and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

10.1    Letter Agreement between The Nasdaq Stock Market, Inc. and OMX AB, dated January 2, 2008.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

THE NASDAQ STOCK MARKET, INC.
By:  

/s/ Edward S. Knight

Name:   Edward S. Knight
Title:   Executive Vice President and General Counsel

Dated: January 7, 2008