Intercontinental Exchange, Inc. — Director's Dealing 2018

Dec 17, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Intercontinental Exchange, Inc. (ICE)
CIK: 0001571949
Period of Report: 2018-12-13

Reporting Person: Jackson Benjamin (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-12-13	Common Stock	F	644	$77.59	Disposed	65721	Direct

Footnotes

F1: Represents shares of restricted stock issued to the filing person on December 13, 2017. The restricted stock units vest over three years (1/3 on December 13, 2018, 1/3 on December 13, 2019 and 1/3 on December 13, 2020). Of the 4,256 shares, 1,418 shares were issued on December 13, 2018, of which 644 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 2,838 shares are scheduled to be issued on December 13, 2019 and December 13, 2020 and taxes for these issuances 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 43,365 shares of common stock and 6,313 unvested restricted stock units ("RSUs"), and 16,043 unvested performance based restricted stock units ("PSU's"), 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 2018 performance based restricted units 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 2019 and will be reported at the time of vesting. The satisfaction of the 2017 and 2018 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 2020 and February 2021, respectively, and will be reported at the time of vesting.