| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ICE | Common Stock | Award | $0 | +85.5K | +7.31% | $0.00 | 1.25M | Feb 12, 2024 | Direct | F1 |
| transaction | ICE | Common Stock | Tax liability | -$1.75M | -12.9K | -1.03% | $135.46 | 1.24M | Feb 12, 2024 | Direct | F2, F3, F4 |
| holding | ICE | Common Stock | 2.77M | Feb 12, 2024 | CPEX | F5 | |||||
| holding | ICE | Common Stock | 81.6K | Feb 12, 2024 | By spouse | F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ICE | Employee Stock Option (right to buy) Holding | Award | $0 | +79.2K | $0.00 | 79.2K | Feb 12, 2024 | Common Stock | 79.2K | $135.46 | Direct | F7 |
| Id | Content |
|---|---|
| F1 | Represents shares of performance based restricted stock units granted to the filing person on February 3, 2023. The vesting of the shares of performance based restricted stock units was conditioned upon the achievement of certain 2023 earnings before interest, taxes, depreciation, and amortization ("EBITDA") performance versus pre-established targets. The restricted stock units vest over three years (1/3 on February 12, 2024, 1/3 on February 12, 2025 and 1/3 on February 12, 2026). Of the 85,496 shares, 28,498 were issued on February 12, 2024, of which 12,907 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 56,998 shares are scheduled to be issued on the two remaining vesting dates and taxes for these future issuances will be withheld and reported at the time the shares are issued. |
| F2 | Represents shares of common stock underlying vested restricted stock units that are being withheld to satisfy payment of the Issuer's tax withholding obligation. |
| F3 | The common stock number referred in Table I is an aggregate number and represents 1,143,046 shares of common stock and 98,383 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 2024 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 2025 and will be reported at the time of vesting. The satisfaction of the 2022, 2023 and 2024 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, February 2026 and February 2027 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. |
| F7 | These options vest in accordance with the following schedule: 33.33% of the options vest on February 12, 2025, 33.33% of the options vest on February 12, 2026 and 33.33% of the options vest on February 12, 2027. |