Intercontinental Exchange, Inc. — Director's Dealing 2013

Nov 14, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IntercontinentalExchange Group, Inc. (ICE)
CIK: 0001571949
Period of Report: 2013-11-13

Reporting Person: MCNULTY JAMES J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-13	Common Stock	A	9322	—	Acquired	9322	Direct

Footnotes

F1: As of the effective time (the "Effective Time") of the transactions contemplated by the Amended and Restated Agreement and Plan of Merger by and among IntercontinentalExchange, Inc., IntercontinentalExchange Group, Inc. ("ICE Group"), NYSE Euronext, Braves Merger Sub, Inc., and NYSE Euronext Holdings LLC (formerly known as Baseball Merger Sub, LLC) (the "Merger Agreement"), each share of common stock of NYSE Euronext and each restricted stock unit of NYSE Euronext held by the reporting person was converted, respectively, into the right to receive a combination of shares of common stock of ICE Group and cash and an award of a substantially equivalent restricted stock unit denominated in common stock of ICE Group, as adjusted by the equity exchange factor of 0.2275, pursuant to the terms of the Merger Agreement.(This footnote is continued onto footnote 2).

F2: The common stock referred to in Table I is an aggregate number and represents 2,910 shares of common stock of ICE Group and 6,412 restricted stock units of ICE Group held by the reporting person immediately following the Effective Time. Each restricted stock unit represents the right to receive one share of common stock of ICE Group upon the reporting person's termination of service on the Board of Directors for any reason other than termination for cause.