** Morgan Stanley says as lock-up period set to expire on Mon for up to nearly 43 mln shares of Nasdaq NDAQ.O, it sees a "potential clearing event, that relieves an overhang"

** Private equity firm Thoma Bravo became ~15% NDAQ holder (~85.6 mln shares) upon exchange operator's $10.5 bln acquisition of fintech firm Adenza last year, Morgan Stanley analyst Michael Cyprys points out in note to clients

** Per the lock-up agreement, which was extended 90-days post the Borse Dubai BRSDB.UL 27 mln share secondary offering in Mar, Thoma Bravo will be free to offload up to half its holdings, or roughly 7% of NDAQ's total shares outstanding

** Thoma Bravo can sell down its remaining holdings in 2025

** Given upcoming fundraise for Thoma Bravo's flagship buyout fund, combined with still muted realizations environment, Cyprys thinks it's likely to see NDAQ shares "come to market sooner rather than later" for PE firm to increase distributions to its limited partners

** Cyprys reiterates "overweight" rating and 'Top Pick' call on NDAQ with $80 PT, highest on Wall Street, per LSEG

** He says he is bullish on co's transformation as it continues to mix shift into higher quality, more recurring rev streams which supports growth outlook and should catalyze multiple expansion

** NDAQ's shares on Mon last up 0.7% at $59.02. Stock up 1.5% YTD and up ~15% over the past 12 months

** Avg rating among 19 brokerages is "buy" with $64 median PT

(Lance Tupper is a Reuters market analyst. The views expressed are his own)

((lance.tupper@thomsonreuters.com
lance.tupper@tr.com 1-646-279-6380))