NASDAQ OMX Group (NDAQ)

PREAMBLE

The Nasdaq Stock Market, Inc. hereby establishes The Nasdaq Supplemental Employer Retirement Contribution Plan, effective as of July 1, 2007. The sole purpose of this plan is to provide for the payment to employees of that portion of the annual “Employer Retirement Contribution” (as that term is defined under The Nasdaq Stock Market, Inc. 401(k) Savings Plan), if any, which cannot be provided to certain employees under The Nasdaq Stock Market, Inc. 401(k) Savings Plan on account of the restrictions and limitations imposed under Section 401(a)(17) and/or Section 415(c) of the Internal Revenue Code (or, at the discretion of The Nasdaq Stock Market, Inc., on account of the restrictions and limitations imposed under Section 401(a)(4) and/or Section 410(b) of the Internal Revenue Code).

The Nasdaq Supplemental Employer Retirement Contribution Plan does not provide for the payment to employees of that portion, if any, of any other types of employee or employer contributions (including, but not limited to, “Elective Contributions”, “Participant Contributions” or “Matching Contributions” (as those terms are defined under The Nasdaq Stock Market, Inc. 401(k) Savings Plan)) which cannot be provided under The Nasdaq Stock Market, Inc. 401(k) Savings Plan on account of the foregoing (or any other) limitations.

1.1. “Account” shall, with respect to any given Participant, have the meaning provided under Section 2.1.

1.2. “Beneficiary” shall, with respect to any given Participant, mean the person, persons or trust or trusts designated by the Participant, by written notice to the Plan Administrator, to receive any payment provided for in the Plan in the event of the death of such Participant prior to the receipt thereof by such Participant. A Participant may also designate a contingent Beneficiary to receive benefits under the Plan in the event that the primary Beneficiary does not survive the Participant. In the case of a married Participant, (i) there is no requirement that such person’s spouse must be such Participant’s Beneficiary and (ii) the consent of such spouse is not required in order to name someone other than the spouse as the Beneficiary. There is also no requirement that a Participant’s Beneficiary must be the same person the Participant has designated as his or her “Beneficiary” under the Savings Plan. If a Participant has made no such designation under the terms of this Plan, such Participant’s Beneficiary shall be the same as such person’s “Beneficiary” under the Savings Plan.

1.3. “Effective Date” shall mean July 1, 2007.

1.4. “Employer Retirement Contribution Shortfall” shall, with respect to any given Employee who has met the requirements of Section 2A.01(a) of the Savings Plan for a Plan Year for which Employer Retirement Contributions are made under the Savings Plan, mean the sum of:

(a) excess, if any, of:

(i) the amount of the Employer Retirement Contribution which would have been made on behalf of such Employee under the Savings Plan for such Plan Year had Compensation for such Plan Year not been subject to the limitations of Section 401(a)(17) of the Code and had the Employer Retirement Contribution which could otherwise have been made to the Savings Plan on behalf of such person not been subject to the limitations of Section 415(c) of the Code (and in all events determined without regard to any limitations which might otherwise be imposed pursuant to the “nondiscrimination” and “coverage” provisions of Sections 401(a)(4) and 410(b), respectively, of the Code), over

(ii) the amount of the Employer Retirement Contribution actually made on behalf of such Employee under the Savings Plan, determined after the application of the provisions of paragraph (e) of Section 3.04A of the Savings Plan and paragraph (a) of Section 3.07 of the Savings Plan (and before the application of the provisions of paragraph (f) of Section 3.04A of the Savings Plan), and

(b) to the extent that the amount of the Employer Retirement Contribution which would have been made on behalf of such Employee under the Savings Plan for such Plan Year is reduced pursuant to the provisions of subsection (f) of

Section 3.04A of the Savings Plan (pertaining to compliance by the Savings Plan with the Code’s “nondiscrimination” and “coverage requirements”), such amount, if any, not in excess of such reduction, as is determined in the sole and absolute discretion of The Nasdaq Stock Market, Inc.

The Sponsor shall have the right to determine that an Employer Retirement Contribution Shortfall exists with respect to any given Employee pursuant to the foregoing clause (ii) for any given Plan Year, regardless of whether an Employer Retirement Contribution Shortfall otherwise exists with respect to such person for such Plan Year pursuant to the foregoing clause (i) for such Plan Year.

1.5. “Participant” shall mean each Employee for whom an Account is then maintained.

1.6. “Plan” shall mean The Nasdaq Stock Market, Inc. Supplemental Employer Retirement Contribution Plan, as set forth herein and as amended from time to time,

1.7. “Plan Administrator” shall mean the person or persons who shall, from time to time, be serving as the members of the Committee.

1.8. “Savings Plan” shall mean The Nasdaq Stock Market, Inc. 40 3 (k) Savings Plan.

1.9. “Separation from Service” shall, with respect to any given Participant, mean such person’s termination of employment with the Employer, whether on account of voluntary or involuntary termination, death, disability or otherwise.

All capitalized terms which are not otherwise defined in the Plan shall have the meaning provided under the Savings Plan.