Elizabeth Kathryn King - Feb 8, 2024 Form 4 Insider Report for Intercontinental Exchange, Inc. (ICE)

Role: Global Head of Clearing & CRO
Signature: /s/ Octavia N. Spencer, Attorney-in-fact
Stock symbol: ICE
Transactions as of: Feb 8, 2024
Transactions value $: -$499,469
Form type: 4
Date filed: 2/9/2024, 04:30 PM
Previous filing: Feb 7, 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 Holding	Sale	-$499K	-3.78K	-17.99%	$132.03	17.2K	Feb 8, 2024	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	This transaction was effected pursuant to a Rule 10b5-1 trading plan which was approved and became effective as of November 23, 2022.
F2	The common stock number referred in Table I is an aggregate number and represents 11,574 shares of common stock and 768 unvested restricted stock units ("RSUs"), and 4,900 unvested performance based restricted stock units ("PSUs"), for which the performance period has been satisfied. The RSUs and PSUs 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 PSUs 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.

Content

This transaction was effected pursuant to a Rule 10b5-1 trading plan which was approved and became effective as of November 23, 2022.

The common stock number referred in Table I is an aggregate number and represents 11,574 shares of common stock and 768 unvested restricted stock units ("RSUs"), and 4,900 unvested performance based restricted stock units ("PSUs"), for which the performance period has been satisfied. The RSUs and PSUs 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 PSUs 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.