a16z Podcast - a16z Podcast: Market Shifts
Episode Date: December 10, 2017NASDAQ CEO Adena Friedman runs one of the world's largest financial services companies, including the NASDAQ stock exchange that's home to more than 3,500 listed companies. They were also the creator ...of the world's first electronic stock market. Yet how does the company adapt to technology trends today, such as the blockchain? How does it deal with other headwinds in its business, from fewer listed companies to trends in passive vs. active investing? Based on a conversation that was recorded at our annual a16z Summit in November 2017, this podcast features general partner Jeff Jordan interviewing Friedman about these changes... as well as broader themes in the way markets work. They also discuss the IPO process (which Jordan has also shared his experiences and advice on) -- from what companies should be thinking about to where technology could help.
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Hi and welcome to the A16Z podcast. In this episode, General Partner Jeff Jordan, who has written and shared his experiences with IPOs, managing growth, and more, interviews Adina Friedman, CEO of NASDAQ, the financial services company that also owns and operates the NASDAQ stock exchange. The conversation took place at our most recent annual summit event in November 2017, and the discussion covers everything from IPOs and trends in passive versus active investing to NASDAQ the company and tech innovation.
including the blockchain.
A lot of people hear NASDAQ
and they think about a company
that runs an equity exchange in the United States,
but I believe this vision is fairly dated.
Can you give us a little elaboration
on what is NASDAQ today?
You're right. Our brand is very associated
with our equities markets.
It's the foundation of who we are and what we do,
but we've been able to use that to grow a lot.
NASDAQ is a global technology company
that serves the capital markets.
We also provide that technology
to 90 other exchanges around the world.
Broker deal,
clients use our trade surveillance technology, corporate clients, use us for their IR intelligence
and their board and leadership tools. And then we have a whole plethora of data that we provide
out to millions of people to help them interact with the capital markets. It certainly appears
to be a very dynamic time in markets in the United States with a lot of interesting macro trends.
The number of listed companies in the U.S. has about halved it, I think, the past 20 years.
Yes, that's right. Even in the last 10 years, the number of public companies has
dropped by 1,000. And what's driving it? On the one hand, there's obviously a lot more access to
private capital. So the private route is more abundant, it's more competitive, therefore
companies have other choices. The second thing is the Jobs Act did change some of the rules
that made it easier to stay private longer because they allow you to have 2,000 non-employee
shareholders. And then the third thing is that the public markets have become more and more
challenging in terms of the obligations that are placed on companies and the way that
the disclosure obligations, the proxy access, and the sense that there's a real short-term
orientation, I think that coupled with, obviously, litigation issues too. There are a lot of reasons
why the public markets just aren't as attractive as they used to be. And our job is to make sure
that we change that, because it's a more competitive game today. So talk about what you're trying
to do to change that. Well, we've launched something called Project Revitalize, and basically
we wrote out a thought piece on what we believe is wrong and what we need to do to fix it.
Where we focused is on disclosure obligations.
So not only how often do you have to submit your filings,
and our view as quarterly is probably too often,
but also what you need to say as a disclosure company.
We are disclosure economy,
so we believe in providing disclosures to your investors.
There's so many things that are in the cues in the case today
that have absolutely nothing to do with whether or not an investor understands your company.
It's politically motivated disclosures that shouldn't exist.
then also the proxy access and proxy firm reform is critical.
It's a terrible fact, but it's a fact,
is that six small investors generated 33% of all proxy proposals in the United States last year.
Oh, geez.
And, you know, so their obligation is they have to have $2,000 worth of stock
and hold it for one year, and if they meet those criteria,
they could put a proposal on your proxy.
And that to us just makes no sense whatsoever.
It's a huge waste of time and money,
and it really should be that the skin in the game is raised substantially.
So we have some proposals around that.
Litigation reform, the idea of arbitration instead of class action lawsuits is, I think, very important
in addition to a lot of other proposals.
Let's go to a related topic.
The number of IPOs has not been robust.
I mean, five of the most valuable companies in the United States IPOed within the last
four decades were they're all technology companies, but the numbers are just falling off
the cliff.
Again, what's driving?
Well, this year's a better year than last year.
year was a real low for us. That's obviously, I think, caused a lot of concern. It kind of was a wake-up
call. And people were saying, well, gosh, what's the deal? And I think that part of it is the
fact that private companies have the option to stay private longer. But the fact of the matter is
the public markets just, first of all, were challenging in terms of the receptivity, investors being
willing to take the risks on certain companies and business models. That's changed this year.
So we have definitely seen certain industries come back into the markets. Last year, energy was a really
challenged sector. We're seeing a lot more energy IPOs this year. Biotech was huge the last two years.
It started off slow this year, but it's picked up. And then, of course, tech. And everyone's
focused on the tech IPOs. And that's where the private capital alternative has really created
more of a challenge for companies to go public. Yeah, I mean, to that end, there is now a trunch
of capital increasingly available for later stage companies. And it's coming from very non-traditional
sources. It's mutual funds and hedge funds and sovereign wealth funds and oligarch to now soft bank
you know, injecting hundreds of billions of dollars into the ecosystem,
that has to be delaying IPOs, right?
Personally, I think, yes, the answer is yes, that is definitely having an impact.
I also think, though, that there are times when investors,
particularly mutual funds, hedge funds, who are getting into late-stage companies,
they're not in them for 10 years.
I mean, they want to have, you know, liquidity.
And I know that, you know, the venture firms look at it and say,
okay, when the time is right, it's time for companies to grow up and migrate,
and be ready for the public markets.
So I do ultimately believe that there's a balance
that we can strike between having access to private capital
to grow and expand, particularly when your earnings
are not as predictable, and then moving into the public markets
when you have the opportunity to have a little bit more predictability
but still have growth.
I mean, at the end of the day,
there are so many great examples of success stories
like in Amazon, came public at $300 million,
you know, it was worth, what, $400 billion today?
So there are so many great examples where the public markets can be the right source of capital,
but we do need to make it a more inviting environment.
One of the memes on why not to take your company public is short-term thinking versus long-termism.
I think there was a survey done about 10 years ago that said something like 80% of CFOs said to make their quarter,
they would do something that might not be in the long-term interest of the company.
How do you address that with people who are thinking about the public markets?
Yeah, so I look at it.
And first, I think you have to have conviction.
on your long-term story.
You have to be to articulate that vision really well
and provide the shareholders' milestones
that they can understand
and allow them to track you towards that vision.
But those challenges, when you go public,
there's a real temptation to stray from that vision
in order to get those short-term.
If the vision isn't working, then you have to pivot.
But I think that if you can demonstrate
that you can do that and communicate it well
and communicate it actively, I would say,
I actually enjoy going out and talking to investors.
I really do. I enjoy it because, number one, they look at your company through a different lens,
and it's important for you to understand that lens. Number two, they ask interesting and insightful
questions most of the time. It depends on who they are. And then number three, I think it forces
me to have a very discreet and tight story as to what I'm trying to do here at the company.
And if you can do that and articulate it well and be consistent, I do actually think that the
public markets can be a great environment. A friend of mine who was in equities once said you get
the investors you deserve at OpenTable, we ended up with a bunch of long-term buy-and-hold guys,
what we allocated them and then marketed to them. And, you know, the stock was very narrowly
held by a bunch of people who held it and managed it. They wanted us to manage it for the
long term. Right. I do watch my stock price. But you can't get so obsessed with it that it
makes you lose focus. You also have to be able to tell investors where you're going. They want
the story. They want to believe in the story. They want to believe in you. And so it's a matter of
being able to do that in a way, but also giving them tangible evidence that you're progressing
against the story. And it's not always easy. One thing I would say, and I've learned this
by watching a lot of IPOs, that first quarter after your IPO is an incredibly critical quarter.
So I know I'm sitting there saying, have the long term and everything else. But when you are
preparing for your IPO, you're giving analysts essentially a forecast of your business for the next
two or three years, most likely three. And you're giving them a quarterly view as to how you're going to
achieve against that. And if you miss on that first quarter out of the gate, it's really,
it's a confidence crusher, right? So you've basically sold your story on the back of being able to
achieve your forecast. And it doesn't mean that you're going to make every single quarter perfectly,
but if you miss that first quarter, that's a tough one. I did a blog post that things you need to do
to go public. And, you know, if you don't, for my perspective, if you don't have the next four quarters
in the bag, you know, don't even think about it because it's so interesting. They'd
long-term performance of the company in terms of value is so predicted by the first quarter
performance. And not every business model allows you to have the next four quarters in the bag.
It depends on the industry. It depends on the business. If you're in biotech, the investors who are
investing in you know that you're not going to have every quarter down, right? They're looking at it
as a long-term play. They're looking at his portfolio play. They're all making the revenue estimates.
Yeah, that's right. Right. Exactly. So they, you know, investors are smart enough to be able to pivot
and understand that. I agree with that. Okay. What's NASDAQ trying to do to bring back the
IPO? We make it so that your path into the public markets is as smooth as possible.
Our marketing organization kind of becomes your marketing organization. To make it so you get
the visibility that you need. And then on an ongoing basis, we help you navigate this public
markets. Most notably, you get a lot of shareholder turnover in those first two years. It just is
the nature of the game. And so we have this whole IR Intelligence Suite to manage that turnover and get you
with the right shareholders. What we're also doing is trying to give the companies better tools
to be able to have more constructive relationships with their investors, most notably short sale
disclosure. I'm on a mission to get so that companies can have a disclosure around who is shorting
their stock. You have, at the end of every quarter, you get a report called a 13F that tells you
all the longholders in your stock. Why can't you also get the same report for who's shorting your
stock because if you're sitting across the table from an investor, don't you have the right to know
if they're long or short your stock? And what's so frustrating is the short sellers say, well,
but then they might not want to meet with me. And I'm thinking, well, don't I have the right to
make that decision? I should have the ability to know. Ignorance is not bliss here. And it's really,
it's just that information disparity to me is just totally wrong. I mean, it would be great because
you get people talking negative about your business and they never have to disclose the fact that
they're short. One of the fascinating things
of me, NASDAQ was the first
technology exchange. The process
of going public is amazingly
manual. So my
experience of the process in 2009
was we had 46
meetings in rapid succession
where we had a flipboard
presentation and you had to give
the presentation the same way
every time, you know,
so it became one of the most
nerve-wracking things was also one of the most mind-numbing.
So can technology
enter this process to change it?
I do think that technology can do
a lot to help the process. I think
that there are, to be honest,
a lot of vested interests in
the people who control the process
to make it so that they manage
the relationships with the investors
and they put you in front of those investors
and that the investors do have a chance
to look at the white to your eyes, right? So
there could be a lot of things you could do in terms
of using video conference.
Certainly
having it so that you can, we do
pre-record now, you're allowed to pre-record your roadshow presentation and put that up. That's an
improvement. But that doesn't make it so you don't have the meetings, because at the meetings,
you want to be able to answer the questions. But it does create it so that you're doing your
presentation once. Everyone watches it. And then when you're in the meeting, you're really
just answering questions. That would be, that's better. That's better. But it's still,
it still is a very manual process. That's what college curriculums are doing now. You watch the lecture
outside and you come in and do hands on experiential type thing. So possibly do
to high frequency trading, there's an explosion of venues where you can trade in the U.S.,
you know, dark pools, all kinds of things. And it seems to have resulted in an amazing
fragmentation of share. Is that good or bad for the U.S. economy? The foundation of the U.S.
capital market system today for equities is that the SEC has promoted an environment where there's
rampant competition among trading venues like exchanges and broker-dealer systems.
They want that. So they basically created the rules to create that competition.
And that has resulted in 40 venues.
What kind of rules led to that?
So there's something called Reg. NMS, the national market system.
So reg NMS is the way we say it.
And it was enacted in 2005.
And it basically defines that number one, best price rules over all else.
So price, time is the priority for all executions.
All exchanges have to be linked to each other.
And if some other exchange has a better price than NASIC has, we must route to the other
exchange. We are obligated to route. Also, all exchanges can trade all stocks. So we trade in the
range of 20% of the trading in New York listed securities. They trade some of a percentage of
NASDAQ listed securities. And then they also allowed single dealer, broker dealer systems
that are not lit venues. They don't have to disclose any of their quotes. They allowed them to
basically operate on a level playing field, which is a challenge. So you've ended up with 40 venues
that can trade any listed security. And I would argue for, you know, stocks that are more than
a billion dollars and have active liquidity all day. Probably it's okay. I mean, the liquidity
is there. The depth is ultimately there. The systems are incredibly interconnected. Trading happens
in microseconds. It's pretty efficient. But for stocks that are less liquid, where it's a little
bit more, not trade by appointment, but certainly not an active market all day long and you're
trading maybe 100,000 shares a day or less, that is not a good environment. So one of the things that
we are preparing, and we've wrote in our blueprint, is to give an issuer a choice. They should
be allowed to choose which market structure they want to embrace. So they can choose to be in
the national market system or they could choose to be in a single venue. And we want to allow
for NASDAQ or other exchanges to create single venues that have different market rules that
allow issuers to have a choice. That is a fundamental change to the market structure of the United
States. And so it will be a petition process. How does NASDAQ decision itself relative to the other
39 venues? I mean, what is your positioning to investors? I started off by
saying NASDAX is a technology company. It is in fact true. So for every dollar we spend
to improve our own markets, we have the ability to commercialize that and offer it out to
90 other markets around the world. So we have a much more natural incentive to invest in our
systems and to spend money on R&D than any of our other exchange peers. And as a result of that,
we have every opportunity and incentive to bring the future into our technology and to make it
so that we can drive to the most efficient capital markets on the planet.
That is one of our key competitive advantages.
New topic, passive trading.
So some enormous amount of stock now trades through ETFs, index funds, things like that.
And full disclosure, I'm an early investor in wealth front, which is one of the robo advisors.
How has this changed your job or the task of NASDAQ?
Is it a profound change or a minimal change?
It's a good question.
So, well, the first thing is that we actually are, for our own disclosure, we're
a significant indexer ourselves. So we provide indexes that now have $150 billion of assets
tied to them. So about 60% of that AUM assets under management is tied to our benchmark
indexes like the NASDAQ 100, the biotech, the semiconductor. But another 40% is tied actually
to smart beta indices that we've created. I call them outcome-oriented indexes. So they're very
different and they're more strategic in the way that they're constructed. So we are very active
in the passive games that we've been benefiting from that. But I would say holistically in the
system, I think that I'm a big believer in two things. There are $77 trillion in assets under
management today that are investable. It's probably going to grow to $100 trillion in the next
five to seven to ten years. It's a big growing pile of money. So all the boats are lifting,
but in a long bull market where it's been just a very long bull market, it's very hard to beat
the benchmark. It's very hard to beat the beta. And so indexing has become more and more
more money piling into it because the beta is so good that is it worth paying an extra amount
of money to beat beta. And I think therefore the active managers have been under some pressure.
However, I personally believe that all cycles have their cycle. And active managers will prove,
they'll demonstrate why they matter as the cycles kind of change. And I also believe that we
will always have a balance between active and passive.
If it moves more towards passive,
the herd mentality and the arbitrage opportunities
will become greater.
And then that'll give the active managers more opportunity, right?
So I think there'll always be a balance.
But right now, that cyclical trend
is driving a huge amount of demand for passive.
A friend of mine when I was talking to him about this
made the observation, you can't have passive without active
because someone has to set the price
that sets the index that kind of comes.
So there is a logical limit to where it can go.
Now, the impact on the markets is that passive investors have much lower turnover than active investors.
So the more passive that comes to the market, you could argue that there could be less turnover.
I think that that is somewhat true, but I also think that there are other reasons as to, you know,
the volume has been very flat in the last few years.
I think that also has to do with the beta in the market and the fact that it's a one-way story right now.
All right, let's turn the other 75% of your business.
When did NASDA get serious about diversification?
I mean, when did you leave being a U.S. exchange company?
Back in 2003, when Bob Greifeld, our former CEO, came in,
NASIC was actually not in great shape.
You know, we'd had regulatory changes that had created a lot of competition for trading,
and we had not fared well in that.
So we really had to learn a lot of lessons.
And we basically, we shored up our U.S. markets.
We bought a company called INET.
We integrated their technology.
We still use it today.
And so as soon as we were able to shore up our U.S. capital markets and feel really confident that we had the best equities markets available, we immediately started diversifying.
I was this head of corporate strategy and the head of the data business at the time for that period.
And we bought our way into Europe with the OMX acquisition.
They also had this global technology business.
We really were buying it for the access to Europe.
But this little tech business was in Asia, was in the Middle East, was in Africa.
It was like this is a SaaS business, right?
become this great business. Then we went on to buy Philx, which is an options exchange,
and then we went on to buy the corporate solutions business, which really provides
his IR and a board portal. So we diversified through acquisition. We now have enough pieces
of the puzzle. We have a lot of opportunity to grow organically, and that's what I'm really
trying to spur and promote. But we also can bolt on acquisitions that help us catalyze growth
in certain areas. So with all these acquisitions, was the strategy to retain management and
give them autonomy, have them grow, or was it kind of, we have a NASDAQ machine kind of thing?
I would say we're more the latter until recently. So the acquisitions tended to be highly
integrated. So buying other exchanges, it's a huge synergy play. So there's a huge amount of
benefit to scale. And so that ultimately results in a lot of integration. We've definitely
to retain the former CEOs of these companies in different roles throughout NASDAQ, but it's been a
real integration game. Our latest acquisition is a company called Investment, and it basically
allows us to get very involved in the asset management space with data. And the management
team is spectacular. So we want to keep that team. It's a revenue synergy play, not a
cost play. So then it's a different strategy altogether. So the former strategy puts a huge premium,
particularly with geographic expansion, on building out management talent. How did you start
getting that level of talent to disseminate globally? You have to create the right
environment that allow them to continue to have a level of autonomy that gives them that
sense of empowerment. But at the same time, they have the power of our brand.
So with all these acquisitions, what is the current business? Have you talked to the street
about where you plan to go in the continued direction, new direction?
Our data and index business will continue to expand to grow into the asset management space.
And then the global technology business is the other area beyond just the capital markets.
We have clients now that use our market infrastructure technology to try.
trade ad futures, to trade reinsurance credits, to trade loyalty points. So we can look at
that marketplace. Trade loyalty points. Yeah. So basically we can take that marketplace economy concept.
Any business now that wants two-sided price formation and allow consumers or clients to have a say
in pricing of any product. I mean, one of the ironies here is when we're at eBay, we used to
talk about it as an exchange business. You know, and we used to compare the volume of trades
relative to the public stock markets because it was incredibly similar. By the way, we did the same
thing. Yeah. So we were always looking at eBay and saying, wow, they're really an exchange
business. Yeah, selling beanie babies. Yeah, it's a slightly different product, but that's there. So
NASDAQ was the first electronic exchange. So technology is in your DNA. There's some pretty
interesting things on the technology scene out there now. You know, one is how do you
attract and retain talent, you know, which in a lot of legacy business,
is hard to do.
I would say that the mission of NASDAQ,
which is to create the opportunity for economies to grow
by creating efficient and effective capital markets,
that is a mission that people can kind of get around
because what we do actually really matters for the economy,
and it's not just our own economy.
What's really cool is when you go into Indonesia
and you bring our market infrastructure technology
into an evolving and developing market.
They have very advanced integrations with the ability
to attract international investors to trade extremely efficiently and to grow their economies
through their capital markets, people can really get their head around that and their hearts
around that, and they get excited about being able to do that.
Okay, so a couple specific topics, blockchain.
Will distributed ledgers based on blockchain technology permit instantaneous settlement and
clearing?
It definitely has the potential to do that.
It's just a matter of how you actually implement it.
So the technology is the easy part.
The ecosystem is the really hard part, right?
The last two years, everyone's been experimenting with it, including NASDAQ.
We've integrated the blockchain now into our next generation market infrastructure technology.
So we can basically support any market from pre-trade risk management through to settlement on the blockchain and any market.
So including non-financial markets.
Our technology now allows us to deliver a market in the cloud and allows us to be able to scale a market in the cloud.
But we've been doing a lot of experimentation.
Now we actually have signed contracts with clients who really are in the market.
that use case mode. Let me prove out this use case. So I'm going to settle out my OTC securities
in Switzerland using the blockchain. Let's try, let's see if we can prove that out. And we'll work
with you NASDAQ to do that. We have a JV kind of a partnership with a bank in Sweden to prove out
the blockchain for mutual fund formation and mutual fund management. And then we have actually a specific
use case in South Africa to implement the blockchain for proxy voting in South Africa. So these are
great, because now we're going from experimentation
to real-life use cases
that prove out the technology. But all of those
are pretty unregulated, right? You're not
talking about a lot of regulation and layers
and a huge ecosystem. These are pretty defined
ecosystems. The next step would then
be, okay, this works. We have
it in the private market too, by the way, where
we can settle out. But let's then
say, okay, let's apply to a regulated
market. You got the regulator.
And you've got a lot of legacy
systems. And a
very large ecosystem of embedded
workflow. So the benefit has to be huge. And I would argue the benefit is extremely large.
The firms can understand that if they can settle faster, they have to commit less capital to
the trade. They'll commit less capital. It saves them a ton of money and they can trade more.
It's just that the technology is so old and the workflows are so embedded that it just takes
time. So I believe that it's going to be more of an evolution, not a revolution, but it's pretty
exciting. In the Clay Christensen view of the world, the threat to NASDAQ is you're the incumbent who's
investing to optimize your current systems and the scrappy little innovators come from behind.
So it sounds like you're trying to embrace the innovation as best you can in the markets where it's
addressable, non-regulated. Yeah, I'm personally a big believer that you can't stop technology.
So if you think you can, then you're delusional. So therefore you better embrace it and figure out
how to make it work within your business and make sure that you learn it, understand it,
use it, and then define your future with it.
I'm not a believer that it totally eliminates the need to have an organized ecosystem
around the trading of securities.
I actually think that that will always be a part of the ecosystem.
First of all, there's disparity and temporal disparity between you as a buyer and me as a seller
most of the time.
So having intermediaries matters.
Having a place to bring it all together matters.
having regulation around that to make sure it's fair matters,
having really good technologies aboard it matters.
That's who we are.
So I feel very good about that even in the context of an instantaneous settlement.
Clearing and settlement to us is not a big part of our business.
I also think the clearing houses would benefit from having that efficiency as well.
It does make sense that there's a set of value-added services
you're building on top of the settlement mechanism, which is great.
Okay, machine learning and artificial intelligence.
What's the future of these two in the markets?
We call it machine intelligence.
It's kind of a combination of the two.
People ask me, what's the one technology that's going to drive the most change in the industry?
And I have to say, I think, machine intelligence.
Now, if you then couple that with the promise or the potential of quantum computing to put it on steroids
and then have all this data available that's organized and available to you in the cloud,
and then you can basically apply all that technology together, that's a real game changer
for the way that people interact with the capital market.
So you can be a lot smarter, and the use of that data to drive outcomes, you can scenario analysis
thousands of scenarios simultaneously to figure out what the optimal scenario outcome is,
and then interact with the markets in an instantaneous machine-driven way.
That has a potential to, you could argue, to drive perfectly efficient markets,
which is kind of something that doesn't exist.
So I think that that's pretty game-changing.
So what we also have to look at, though, is from a protection perspective.
So how could we use all of those same technologies to put more and more advanced protections on the markets?
We are the number one surveillance, trade surveillance system in the world.
And so we better be really good at it.
Because if the investors have all those tools available to them,
we need to have all those tools available to us too to surveil and oversee the markets as well.
Tools the investors could use to make better decisions.
Is there applications at NASDAQ of machine intelligence?
We have a team of data scientists that are working on machine intelligence in two areas.
One is in compliance and surveillance, big opportunity, big problems,
big opportunity, we're introducing machine intelligence into our alerting capabilities
and into an e-coms compliance solution.
On the investor side, this idea of getting more engaged with the asset management community,
giving them better tools to be able to make decisions, and using machine intelligence
as a way to find signals and to uncover opportunities with them.
And using our data, using third-party content, bringing it all together into community,
and then applying machine intelligence on top of that,
allows us to offer those out to the investing community, and that's the other side of it.
One asset you do appear to have in spades is data, and you have a business monetizing data.
How do you think about monetizing data versus the broad dissemination of data?
So monetizing often involves proprietary access to, whereas broad is broad and it's hard to monetize
if you're giving it away, why would I pay for it?
So where do you look to strike that balance?
So the way that we look at it is, well, you make it affordable.
Okay.
So a lot of people get in.
Yeah.
So we basically have 20 different data products that we sell today,
but I'll just start with the core data that comes off of our trading engines in the U.S. is a good example.
And there are lots of different flavors.
So we have something that is a utility, that the entire, all of the exchanges have to come together
and commit their data into a central system called the Securities Information Process.
That data generates the national best-bidden offer and last sale for every stock in the country.
And it's available real-time.
And it's available through a regularly mandated committee and a technology, and it's a utility.
So there's utility-based pricing.
And then you basically have all the rules of how you distribute that, how people can access it,
you sign contracts.
Anytime you sign for a new brokerage account, you sign a data agreement.
Okay.
And so we can count you.
And then we go in and audit our firms to make sure that they're completely.
applying with the contractual obligations.
Then there's the NASDAQ proprietary products.
As I said, there's 40 different venues that trade stocks.
So, you know, the main venues get a chance to then sell the proprietary data.
We sell much deeper information, and we also make our best bid and offer and last sale
available cheaper than the SIP.
And so we basically compete for getting people to buy our data, but we have a very
discrete process around that.
We also have to get all of those fees approved by the SEC.
see. And then we have to make them available on a fair and equal basis, no special deals.
And so everyone in the world gets equal access, and we make it very affordable. And that's the
best way to do it. Well, we started the process of going public at Open Table in late summer 2008.
And between the time when we had our bake-off and awarded the business and the org meeting,
between Thursday and Monday, Lehman went bankrupt, Merrill, our lead bank, traded.
and our business dropped 15% over the weekend.
The number of diners making reservations dropped 15% because it was mass panic.
And me being the incredibly intelligent guy I am,
had complete knowledge that the spending pattern of the U.S. consumer
had changed dramatically.
And I did not trade out of an equity over the next four months and got killed when it's all game obvious.
But the leading, the power of the data was enormous.
And then you're like, do you give it to one person for a lot of money?
Do you give it to a ton of people for a little bit of money?
We are a believer in, and that's what I mean about this data community.
So I want to make that data available to a lot of people
so that they can all get the benefit of understanding that signal,
but that you get to monetize it because you created it.
I mean, you're the formation of it, right?
Companies that have a lot of data,
they bring their data into our system that's now a cloud-based data tool.
We have a revenue share agreement with them.
So either the firms can just buy it through us,
us and they get a rev share, or they can buy it through our package where we've actually matched
it up against the NASIC data, found a signal in it, predictable signal. We can give you back
testing on it and show you that it's actually useful. It gives you a true predictive signal
and then provide that signal to you or the signal and the underlying data. So the whole idea
is to allow these really innovative companies to have a chance to offer that out in an affordable way
to everyone equally so that we're not making it so that there haves and have nuts. You're syndicating
Yeah, you're syndicating on behalf, so that's great.
So you're almost a lifer at a company,
except for taking Carlisle public, you know, for the thing.
And so you've gone to the experience of being part of the team
under someone else's leadership to being the leadership.
Do you implement, you know, how do you do that transition
and both in your own psyche as well as with the organization?
Well, there were definitely certain specific pivotal moments
that allowed me to kind of get to the next level.
First of all, sponsorship is really critical.
I've had really good sponsors throughout my career, and they would, number one, took a risk on me,
and number two, supported me very clearly so that when I was in that position, everyone understood
that they had to listen, right?
You have great people who can work for you, and they really are partners more than employees.
So if you treat them with mutual respect, that's obviously the best way to make sure that you have success,
and they have success.
The second thing is just making sure that you have that open dialogue, communication.
Don't let it just sit as this elephant in the middle of the room.
Talk about it.
Figure out how you make it work.
That was really, really important as well.
So it's funny.
It sounds tripe, but it was really important to me.
But developing as a manager is the phrase, be the boss you want to work for.
And what did I value as an employee, someone who communicated with me, told me where we were, pushed me, tried to make me better.
The one thing that I really always crave.
was information and open communication.
Treat me like I'm an adult.
Don't treat me like a child and make it so I don't know everything.
If things are going well, I want to hear why they're going well.
If things aren't going well, I want to hear why they're not going well.
I want to be a part of that and recognize we're all part of this team
and we all have to push the organization for it together.
So I do really believe in that sense of communication, but open communication.
Be very open with people so they understand where we stand.
What we're doing well, what we're not doing well.
I call it a truth teller.
Like, if things aren't going well, I'm going to tell you.
But that doesn't mean I'm blaming you.
I'm just saying, okay, this isn't going well.
What are we going to do together to make it work better?
Agreed.
That's awesome.
Please join me in thanking you, Dana Friedman, for the council.
Thanks.