Intercontinental Exchange, Inc. — Director's Dealing 2024

Jan 5, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Intercontinental Exchange, Inc. (ICE)
CIK: 0001571949
Period of Report: 2024-01-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-01-04	Common Stock	M	58388	$50.01	Acquired	1210763	Direct
2024-01-04	Common Stock	S	8401	$125.0272	Disposed	1202362	Direct
2024-01-04	Common Stock	S	46787	$126.0228	Disposed	1155575	Direct
2024-01-04	Common Stock	S	3200	$126.4403	Disposed	1152375	Direct
2024-01-04	Common Stock	S	15269	$125.018	Disposed	2866436	Indirect
2024-01-04	Common Stock	S	82150	$125.9893	Disposed	2784286	Indirect
2024-01-04	Common Stock	S	12581	$126.4051	Disposed	2771705	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-04	Employee Stock Option (right to buy) Holding	$50.01	M	58388	Disposed	2026-01-14	Common Stock (58388)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	81570	Indirect

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 trading plan which was approved and became effective as of August 7, 2023.

F2: Amount of securities beneficially owned includes 110 shares acquired under the Intercontinental Exchange, Inc. Employee Stock Purchase Plan on December 29, 2023.

F3: The price range for the aggregate amount sold by the direct holder is $124.41 - $125.39. 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 $125.41 - $126.40. 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 price range for the aggregate amount sold by the direct holder is $126.41 - $126.50. 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.

F6: The common stock number referred in Table I is an aggregate number and represents 1,110,990 shares of common stock and 41,385 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 2023 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 2024 and will be reported at the time of vesting. The satisfaction of the 2021, 2022 and 2023 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 2024, February 2025 and February 2026, respectively, and will be reported at the time of vesting.

F7: The satisfaction of the performance based restricted stock units granted as Deal Incentive Awards and the corresponding number of shares to be issued pursuant to these awards, will not be determined until December 2026, December 2027 and December 2028 and will be subject to additional time-based vesting conditions and, if applicable, a subsequent one-year holding period.

F8: The price range for the aggregate amount sold by the direct holder is $124.34 - $125.33. 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.

F9: The price range for the aggregate amount sold by the direct holder is $125.34 - $126.33. 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.

F10: The price range for the aggregate amount sold by the direct holder is $126.34 - $126.50. 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.

F11: As previously reported, the reporting person also indirectly owns 2,771,705 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.

F12: 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.

F13: These options are fully vested.