Jeffrey C. Sprecher - Feb 5, 2024 Form 4 Insider Report for Intercontinental Exchange, Inc. (ICE)

Signature
/s/ Octavia N. Spencer, Attorney-in-fact
Stock symbol
ICE
Transactions as of
Feb 5, 2024
Transactions value $
-$1,731,278
Form type
4
Date filed
2/7/2024, 05:41 PM
Previous filing
Jan 5, 2024
Next filing
Feb 14, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ICE Common Stock Award $0 +30.1K +2.61% $0.00 1.18M Feb 5, 2024 Direct F1
transaction ICE Common Stock Tax liability -$1.73M -13.7K -1.16% $126.75 1.17M Feb 5, 2024 Direct F2, F3, F4
holding ICE Common Stock 2.77M Feb 5, 2024 CPEX F5
holding ICE Common Stock 81.6K Feb 5, 2024 By spouse F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares issued to the filing person in connection with the vesting of the three-year total shareholder return performance based restricted stock units ("TSR PSUs") granted on February 5, 2021. The payout amount for the TSR PSUs was determined based on the Issuer's stock price through December 31, 2023 and was based on the total shareholder return from January 1, 2021 through December 31, 2023 relative to the S&P 500.
F2 Represents shares of common stock underlying vested TSR PSUs that are being withheld to satisfy payment of the Issuer's tax withholding obligations.
F3 The common stock number referred in Table I is an aggregate number and represents 1,127,455 shares of common stock and 41,385 unvested performance based restricted stock units, for which the performance period has been satisfied. These performance based restricted stock units vest over a three year period, in which 33.33% of the units vest each year. The satisfaction of the 2023 PSUs tied to earnings before interest, taxes, depreciation, and amortization, ("EBITDA") and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2024 and will be reported at the time of vesting. The satisfaction of the 2022 and 2023 total shareholder return performance based restricted stock units and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2025 and February 2026, respectively, and will be reported at the time of vesting.
F4 The satisfaction of the performance based restricted stock units granted as Deal Incentive Awards and the corresponding number of shares to be issued pursuant to these awards, will not be determined until December 2026, December 2027 and December 2028 and will be subject to additional time-based vesting conditions and, if applicable, a subsequent one-year holding period.
F5 As previously reported, the reporting person also indirectly owns 2,771,705 shares that are beneficially owned directly by CPEX. The reporting person beneficially owns 100% of the equity interest in CPEX. Additionally, as previously reported, the reporting person indirectly owns shares that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership.
F6 As previously reported, the reporting person also indirectly owns 81,570 shares that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership.