Form 4: ICE COO Sells Shares Under Pre-Arranged 10b5-1 Plan

Sentiment:

Insider Transaction Report


Intercontinental Exchange, Inc. Chief Operating Officer Stuart Glen Williams sold 939 shares of common stock for approximately $161,562 under a pre-approved Rule 10b5-1 trading plan.

Summary

  • Stuart Glen Williams, Chief Operating Officer of Intercontinental Exchange, Inc. (ICE), sold 939 shares of common stock.
  • The transaction occurred on September 17, 2025, at an average price of $172.0366 per share, with a price range of $171.69 to $172.51.
  • The total value of the shares sold was approximately $161,562.36.
  • This sale was executed pursuant to a Rule 10b5-1 trading plan, which was approved and became effective on December 4, 2024.
  • Following the transaction, Williams beneficially owns an aggregate of 16,624 securities, comprising 7,281 shares of common stock, 3,590 unvested restricted stock units (RSUs), and 5,753 unvested performance-based restricted stock units (PSUs) for which the performance period has been satisfied.

Sentiment

Score: 5

Explanation: The transaction is a routine, pre-planned sale by an executive under a Rule 10b5-1 plan, which is generally considered a neutral event and does not reflect a change in the company's fundamental outlook or the executive's confidence.

Future Outlook

Future vesting events for performance-based restricted stock units (PSUs) are scheduled, with determinations for Total Shareholder Return (TSR) and EBITDA PSUs expected in February 2026, 2027, and 2028. Deal Incentive Awards PSUs are expected to be determined in December 2026, 2027, and 2028, subject to additional time-based vesting and a subsequent one-year holding period.

Industry Context

This is a routine insider transaction and does not provide specific insights into broader industry trends or competitive positioning for Intercontinental Exchange, Inc.

Stakeholder Impact

  • Minimal direct impact on shareholders as this is a routine, pre-planned insider sale and does not signal a change in company fundamentals or executive confidence.
  • No direct impact on employees, customers, suppliers, or creditors is indicated by this filing.

Next Steps

  • Determination and reporting of 2023 three-year Total Shareholder Return (TSR) PSUs vesting in February 2026.
  • Determination of Deal Incentive Awards PSUs vesting in December 2026, subject to time-based conditions and a one-year holding period.
  • Determination and reporting of 2024 three-year Total Shareholder Return (TSR) PSUs and 2024 three-year EBITDA PSUs vesting in February 2027.
  • Determination of Deal Incentive Awards PSUs vesting in December 2027, subject to time-based conditions and a one-year holding period.
  • Determination and reporting of 2025 three-year Total Shareholder Return (TSR) PSUs and 2025 three-year EBITDA PSUs vesting in February 2028.
  • Determination of Deal Incentive Awards PSUs vesting in December 2028, subject to time-based conditions and a one-year holding period.

Key Dates

DateDescription
2024-12-04Rule 10b5-1 trading plan approved and became effective.
2025-09-17Date of common stock transaction (sale of 939 shares).
2025-09-19Date of Form 4 filing signature.
2026-02Expected determination and reporting of 2023 three-year Total Shareholder Return (TSR) PSUs vesting.
2026-12Expected determination of Deal Incentive Awards PSUs vesting, subject to time-based conditions and a one-year holding period.
2027-02Expected determination and reporting of 2024 three-year Total Shareholder Return (TSR) PSUs and 2024 three-year EBITDA PSUs vesting.
2027-12Expected determination of Deal Incentive Awards PSUs vesting, subject to time-based conditions and a one-year holding period.
2028-02Expected determination and reporting of 2025 three-year Total Shareholder Return (TSR) PSUs and 2025 three-year EBITDA PSUs vesting.
2028-12Expected determination of Deal Incentive Awards PSUs vesting, subject to time-based conditions and a one-year holding period.

Recommendation

hold

This Form 4 reports a routine, pre-scheduled sale of shares by a Chief Operating Officer under a Rule 10b5-1 trading plan. Such transactions are typically for personal financial planning and do not reflect a change in the company's operational performance or future prospects. Therefore, it does not provide new information that would warrant a change from a 'hold' recommendation based on existing fundamentals.

Keywords

Intercontinental Exchange, ICE, Stuart Glen Williams, COO, Insider Sale, Form 4, 10b5-1 Plan, Stock Transaction, Equity Sales, Restricted Stock Units, Performance Stock Units

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