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Intercontinental Exchange, Inc. Director's Dealing 2022

Feb 25, 2022

29873_dirs_2022-02-25_43b9c88e-bb47-4d04-af88-d69057e3b173.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Intercontinental Exchange, Inc. (ICE)
CIK: 0001571949
Period of Report: 2022-02-23

Reporting Person: Sprecher Jeffrey C (Director, Chief Executive Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2022-02-23 Common Stock M 63680 $41.37 Acquired 1380220 Direct
2022-02-23 Common Stock M 1995 $50.01 Acquired 1382215 Direct
2022-02-23 Common Stock S 35172 $123.8235 Disposed 1347043 Direct
2022-02-23 Common Stock S 33928 $124.7559 Disposed 1313115 Direct
2022-02-23 Common Stock S 17645 $125.5827 Disposed 1295470 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2022-02-23 Employee Stock Option (right to buy) Holding $41.37 M 63680 Disposed 2024-01-17 Common Stock (63680) Direct
2022-02-23 Employee Stock Option (right to buy) Holding $50.01 M 1995 Disposed 2026-01-14 Common Stock (1995) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3021705 Indirect
Common Stock 81570 Indirect

Footnotes

F1: The transactions reported in this Form 4 were effected pursuant to a pre-arranged trading plan established in accordance with Rule 10b5-1 of the Securities Act of 1934, as amended.

F2: The price range for the aggregate amount sold by the direct holder is $123.28 - $124.27. The Issuer will upon request by the Staff of the U.S.
Securities and Exchange Commission or a security holder of the Issuer provide the full information regarding the number of shares sold at each
separate price.

F3: The price range for the aggregate amount sold by the direct holder is $124.28 - $125.27. The Issuer will upon request by the Staff of the U.S.
Securities and Exchange Commission or a security holder of the Issuer provide the full information regarding the number of shares sold at each
separate price.

F4: The price range for the aggregate amount sold by the direct holder is $125.28 - $126.09. The Issuer will upon request by the Staff of the U.S.
Securities and Exchange Commission or a security holder of the Issuer provide the full information regarding the number of shares sold at each separate price.

F5: The common stock number referred in Table I is an aggregate number and represents 1,235,626 shares of common stock and 59,844 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 2022 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 2023 and will be reported at the time of vesting. The satisfaction of the 2020, 2021 and 2022
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 2023, February 2024 and February 2025, respectively, and will be reported at the time of vesting.

F6: As previously reported, the reporting person also indirectly owns 3,021,705 shares that are beneficially owned directly by CPEX. The reporting
person beneficially owns 100% of the equity interest in CPEX. Additionally, as previously reported, the reporting person indirectly owns shares
that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership.

F7: As previously reported, the reporting person also indirectly owns 81,570 shares that are beneficially owned directly by the reporting person's
spouse for which the reporting person disclaims beneficial ownership.

F8: These options are fully vested.