Warren Gardiner - Feb 27, 2023 Form 4 Insider Report for Intercontinental Exchange, Inc. (ICE)

Signature
/s/ Octavia N. Spencer, Attorney-in-fact
Stock symbol
ICE
Transactions as of
Feb 27, 2023
Transactions value $
-$41,822
Form type
4
Date filed
3/1/2023, 05:58 PM
Previous filing
Feb 21, 2023
Next filing
Jun 13, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ICE Common Stock Tax liability -$41.8K -412 -2.43% $101.51 16.5K Feb 27, 2023 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of restricted stock issued to the filing person on February 26, 2021. The restricted stock units vest over three years (1/3 on February 26, 2022, 1/3 on February 26, 2023 and 1/3 on February 26, 2024). Of the 2,719 shares, 906 shares were issued on February 27, 2023, of which 412 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 907 shares are scheduled to be issued on February 26, 2024 and taxes for this issuance will be withheld and reported at the time of vesting.
F2 The common stock number referred in Table I is an aggregate number and represents 10,960 shares of common stock and 1,345 unvested restricted stock units ("RSUs"), and 4,220 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 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.
F3 In the initial Form 3 filed for the reporting person, the number of unvested RSUs and unvested PSUs were transposed in the footnote describing the components that made up the aggregate beneficial ownership amount. At the time of filing the Form 3, the reporting person held 5,370 unvested RSUs instead of 4,680 unvested RSUs and held 4,680 unvested PSUs instead of 5,370 unvested PSUs. The aggregate amount of securities beneficially owned by the reporting person reported in the Form 3 and reported in each Form 4 since the filing of the Form 3, does accurately reflect the amount of securities beneficially owned by the reporting person at that time and only the footnote displays the transposed amounts for the unvested RSUs and unvested PSUs. Footnote 2 above, reflects changes to the number of unvested RSUs and unvested PSUs held by the reporting person to show the correct amount in the footnote currently held for each type as of the date of this filing.