0000950170-24-015409.txt : 20240214 0000950170-24-015409.hdr.sgml : 20240214 20240214175627 ACCESSION NUMBER: 0000950170-24-015409 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240212 FILED AS OF DATE: 20240214 DATE AS OF CHANGE: 20240214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gardiner Warren CENTRAL INDEX KEY: 0001855007 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36198 FILM NUMBER: 24641000 MAIL ADDRESS: STREET 1: INTERCONTINENTAL EXCHANGE, INC. STREET 2: 5660 NEW NORTHSIDE DR CITY: ATLANTA STATE: GA ZIP: 30328 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Intercontinental Exchange, Inc. CENTRAL INDEX KEY: 0001571949 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES [6200] ORGANIZATION NAME: 02 Finance IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5660 NEW NORTHSIDE DRIVE, STREET 2: THIRD FLOOR CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 770-857-4700 MAIL ADDRESS: STREET 1: 5660 NEW NORTHSIDE DRIVE, STREET 2: THIRD FLOOR CITY: ATLANTA STATE: GA ZIP: 30328 FORMER COMPANY: FORMER CONFORMED NAME: IntercontinentalExchange Group, Inc. DATE OF NAME CHANGE: 20130313 FORMER COMPANY: FORMER CONFORMED NAME: Intercontinental Exchange Group, Inc. DATE OF NAME CHANGE: 20130312 4 1 ownership.xml 4 X0508 4 2024-02-12 0001571949 Intercontinental Exchange, Inc. ICE 0001855007 Gardiner Warren 5660 NEW NORTHSIDE DRIVE ATLANTA GA 30328 false true false false Chief Financial Officer false Common Stock 2024-02-12 4 S false 2176 135.995 D 12061 D Common Stock 2024-02-12 4 A false 10057 0 A 22118 D Common Stock 2024-02-12 4 F false 1513 135.46 D 20605 D Employee Stock Option (right to buy) Holding 135.46 2024-02-12 4 A false 11980 0 A 2034-02-12 Common Stock 11980 11980 D 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 10,057 shares, 3,352 were issued on February 12, 2024, of which 1,513 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 6,705 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. Represents shares of common stock underlying vested restricted stock units that are being withheld to satisfy payment of the Issuer's tax withholding obligation. The common stock number referred in Table I is an aggregate number and represents 8,773 shares of common stock and 907 unvested restricted stock units ("RSUs"), and 10,925 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 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. 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. 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. /s/ Octavia N. Spencer, Attorney-in-fact 2024-02-14