Intercontinental Exchange, Inc. — Director's Dealing 2021

Feb 22, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Intercontinental Exchange, Inc. (ICE)
CIK: 0001571949
Period of Report: 2021-02-18

Reporting Person: Hill Scott A (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-18	Common Stock	F	3122	$113.86	Disposed	151382	Direct

Footnotes

F1: Represents shares of performance based restricted stock units granted to the filing person on February 8, 2019. The vesting of the shares of performance based restricted stock units was conditioned upon the achievement of certain 2019 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 18, 2020, 1/3 on February 18, 2021 and 1/3 on February 18, 2022). Of the 13,782 shares remaining, 6,891 were issued on February 18, 2021, of which 3,122 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 6,891 shares are scheduled to be issued on February 18, 2022 and taxes for this future issuance will be withheld and reported at the time the shares are issued.

F2: The common stock number referred in Table I is an aggregate number and represents 129,098 shares of common stock and 22,284 unvested performance based restricted stock units, for which the performance period has been satisfied. These performance based restricted stock units vest over a three year period, in which 33.33% of the units vest each year. The satisfaction of the 2019 and 2020 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 2022 and February 2023, respectively, and will be reported at the time of vesting.