Intercontinental Exchange, Inc. — Director's Dealing 2020

Feb 12, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Intercontinental Exchange, Inc. (ICE)
CIK: 0001571949
Period of Report: 2020-02-10

Reporting Person: Namkung James W (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-10	Common Stock	F	150	$94.82	Disposed	15383	Direct
2020-02-10	Common Stock	F	165	$94.82	Disposed	15218	Direct

Footnotes

F1: Represents shares of restricted stock issued to the filing person on February 8, 2018. The restricted stock units vest over three years (1/3 on February 8, 2019, 1/3 on February 8, 2020 and 1/3 on February 8, 2021). Of the 1,492 shares, 497 shares were issued on February 10, 2020, of which 150 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 498 shares are scheduled to be issued on February 8, 2021 and taxes for this issuance will be withheld and reported at the time of vesting.

F2: Represents shares of restricted stock issued to the filing person on February 8, 2019. The restricted stock units vest over three years (1/3 on February 8, 2020, 1/3 on February 8, 2021 and 1/3 on February 8, 2022). Of the 1,641 shares, 547 shares were issued on February 10, 2020, of which 165 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 1,094 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.

F3: The common stock number referred in Table I is an aggregate number and represents 7,616 shares of common stock and 2,941 unvested restricted stock units ("RSUs"), and 4,661 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 2019 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 2020 and will be reported at the time of vesting. The satisfaction of the 2017, 2018 and 2019total 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, February 2021 and February 2022, respectively, and will be reported at the time of vesting.