Nasdaq completes LeveL Markets acquisition; amended ATS-N sets out separation from its exchanges

Nasdaq said on 15 October 2026 that it had completed its acquisition of LeveL Markets, LLC, the broker-dealer that operates LeveL ATS. The deal was first announced on 11 August 2026, when Nasdaq said it had agreed to acquire all the equity interests in LeveL Markets, with closing subject to customary conditions including required regulatory approvals. Nasdaq did not disclose the terms in August, and neither the completion release nor its subsequent quarterly report gives a purchase price.

That quarterly report, Nasdaq’s Form 10-Q for the period to 30 September, filed on 22 October, adds some structural detail. It states that in October 2026 Nasdaq acquired the remaining ownership interests in LeveL Holdings, LLC, LeveL Markets’ parent, having previously held a minority interest. LeveL Markets “became a wholly owned subsidiary of Nasdaq” and is to be integrated into Digital Liquidity Networks, an organisation Nasdaq formed in the third quarter within its Market Services segment. The 10-Q describes that unit as focused on digital assets and market modernisation.

The venue

On Nasdaq’s own figures, LeveL is the third-largest US ATS by trading volume. Nasdaq puts its reach at more than 2,500 clients, connected through more than 15 order and execution management systems, with activity across more than 7,000 symbols and volume in the “hundreds of millions of shares each day”. Nasdaq also says the venue’s average daily volume rose 56% in 2025 compared with 2024. These figures are Nasdaq’s and have not been independently checked against FINRA’s ATS transparency data.

The August release noted that LeveL merged with Luminex in 2022 and serves more than 300 institutional buy-side firms. Nasdaq has held a minority stake since August 2021.

Under the new ownership, Nasdaq says LeveL will remain a FINRA-regulated ATS with its own management team, reporting into Digital Liquidity Networks under Roland Chai. Mr Chai, appointed to lead the unit in August, said in the completion release that Nasdaq would “continue to develop LeveL Markets’ strong platform and client communities to drive long-term growth and innovation”. In August Nasdaq said the venue would maintain “structural separateness, participant confidentiality, and operational integrity”.

What the amended ATS-N says

LeveL Markets filed an updating amendment to its Form ATS-N (ATS-N/UA) with the SEC on 22 October, a week after the completion announcement. The amended form sets out how the venue is to sit alongside Nasdaq’s exchanges:

• Ownership. LeveL Markets is now “an indirect wholly-owned subsidiary of Nasdaq, Inc.” The amendment removes earlier language, shown as deleted in LeveL’s redline exhibit, that described Nasdaq as holding a minority interest, or “investment stake”, in LeveL Holdings.
• Status and systems. The ATS “is not a national securities exchange or a facility of a national securities exchange”, and it and Nasdaq’s exchanges “utilize wholly separate technology and systems”. LeveL’s matching engine and feed handler run from a single site, Equinix NY4. LeveL Markets is not a member of any Nasdaq exchange, and no Nasdaq-affiliated entity may become a subscriber.
• Management and information barriers. The people running LeveL day to day and those managing Nasdaq’s exchanges “do not report to one another, but they may both report to the same management within Nasdaq”. Information barriers prohibit sharing LeveL subscribers’ confidential trading information with Nasdaq, except as needed to comply with securities laws and regulations.
• Fees. The two businesses “maintain separate and independent fee structures”. LeveL’s pricing is not conditioned on a subscriber’s activity on a Nasdaq exchange, and the filing says the reverse also holds.
• Reporting and data. All LeveL transactions are reported to the FINRA/Nasdaq TRF Carteret, whose operations Nasdaq services. LeveL uses SIP data to determine the NBBO for its executions.

The filing also sets out LeveL’s hours. Most order types are accepted from 7:30am to 4:00pm ET, and IOC orders from 9:30am. Matching in each security runs from receipt of its opening trade report until 4:00pm ET. Firm and conditional orders interact only during regular trading hours, while Full Day VWAP orders can anchor in a 9:28am cross before the open. The filing describes no extended-hours or overnight matching.

Context: 23/5

The acquisition sits within what Nasdaq calls its “always-on” markets strategy. On its own venues, Nasdaq’s 23/5 hub says the Nasdaq Stock Market expects to add a 9:00pm–4:00am ET session from 6 December 2026, pending SIP readiness and any applicable SEC rule changes. The SEC approved the SIP plan amendments that set the industry’s 6 December implementation date on 26 June 2026 (CTA/CQ, Release No. 34-105779; UTP, Release No. 34-105780).

Separately, the 10-Q discloses that in September 2026 Nasdaq “purchased Series E preferred stock of Payward, Inc., the parent company of Kraken… for an aggregate purchase price of $100 million”. The filing carries the holding at fair value within other non-current assets.

Why it matters

• Buy-side and broker due diligence. The amended ATS-N is the primary record of how LeveL’s confidentiality, technology and fees are kept apart from Nasdaq’s exchanges. Firms reviewing venues for best execution and conflicts may wish to note the disclosure that LeveL’s managers and Nasdaq’s exchange managers may report to the same Nasdaq management.
• Brokers and OMS/EMS integration. LeveL’s distribution runs through its OMS and EMS integrations, conditional orders and VWAP products. Any change to those under new ownership would affect broker algorithms and block workflows, and would need to be reflected in the venue’s Form ATS-N.
• Venues. Exchange-group ownership of a large institutional ATS is a notable shift in US equity market structure as trading hours lengthen. LeveL currently matches only in regular hours, while the Nasdaq Stock Market is preparing for 23/5. Any change to LeveL’s hours would require an amendment to its Form ATS-N.

Sources

1. Nasdaq press release, “Nasdaq Completes Acquisition of LeveL Markets, Advancing its Always-On Vision”, 15 Oct 2026 — https://www.nasdaq.com/press-release/nasdaq-completes-acquisition-level-markets-advancing-its-always-vision-2026-10-15
2. Nasdaq press release, “Nasdaq Announces Definitive Agreement to Acquire LeveL Markets, Advancing Nasdaq’s Always-On Markets Strategy”, 11 Aug 2026 — https://www.nasdaq.com/press-release/nasdaq-announces-definitive-agreement-acquire-level-markets-advancing-nasdaqs-always
3. Nasdaq, Inc. Form 10-Q for the quarter ended 30 Sep 2026, filed 22 Oct 2026 — https://www.sec.gov/Archives/edgar/data/1120193/000112019326000020/ndaq-20260930.htm
4. LeveL Markets, LLC Form ATS-N/UA (accession 0001609177-26-000024), filed 22 Oct 2026 — https://www.sec.gov/Archives/edgar/data/1609177/000160917726000024/
5. Nasdaq, “23/5 Trading Information Hub” — https://www.nasdaq.com/23-5-trading
6. SEC Release No. 34-105779 (CTA/CQ Plans), 26 Jun 2026 — https://www.sec.gov/files/rules/sro/nms/2026/34-105779.pdf
7. SEC Release No. 34-105780 (UTP Plan), 26 Jun 2026 — https://www.sec.gov/files/rules/sro/nms/2026/34-105780.pdf