Form 4: ICE CTO Kapani Reports RSU Vesting, New Award

Intercontinental Exchange's Chief Technology Officer, Mayur Kapani, reported the vesting of restricted stock units and the grant of a new RSU award.

Summary

• Mayur Kapani, Chief Technology Officer of Intercontinental Exchange, Inc. (ICE), reported transactions on February 10, 2026.
• 668 shares of common stock were disposed of at a price of $169.48 per share to cover tax withholding obligations related to the vesting of restricted stock units (RSUs) issued on February 10, 2025.
• 1,495 shares from the February 10, 2025 RSU award vested on February 10, 2026, with the remaining 2,992 shares scheduled to vest on February 10, 2027, and February 10, 2028.
• Kapani acquired 5,915 restricted stock units (RSUs) on February 10, 2026, which will vest over three years, with one-third vesting on each anniversary of the award date.
• Following these transactions, Kapani beneficially owns an aggregate of 77,472 shares, including 60,129 shares of common stock, 8,907 unvested RSUs, and 8,436 performance-based restricted stock units (PSUs) for which the performance period has been satisfied.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal, reflecting ongoing executive compensation and retention through equity awards, which aligns management interests with long-term company performance.

Positives

• Mayur Kapani received a new award of 5,915 restricted stock units (RSUs) on February 10, 2026, indicating continued compensation and alignment with company performance.
• A portion of previously granted restricted stock units (1,495 shares from the February 10, 2025 award) vested, representing earned compensation.

Negatives

• 668 shares of common stock were withheld to satisfy tax obligations, reducing the net shares received from the vested RSUs.

Future Outlook

Mayur Kapani has significant unvested equity, including RSUs and PSUs, with vesting and performance determination dates extending through February 2029. This indicates a long-term incentive structure for the Chief Technology Officer.

Industry Context

StockSavvy.ai notes that equity compensation, particularly through restricted stock units (RSUs) and performance stock units (PSUs), is a standard practice in the financial technology and exchange industry to align executive incentives with long-term shareholder value and company performance.

Stakeholder Impact

• Shareholders: The grant of new equity awards to a key executive like the CTO aligns management's interests with shareholder value creation over the long term. Tax withholding reduces the number of shares directly received by the executive but is a standard part of equity compensation.
• Employees: Reflects standard executive compensation practices, which can set a precedent or expectation for other employees with similar equity plans.

Next Steps

• Remaining 2,992 shares from the February 10, 2025 RSU award are scheduled to be issued on February 10, 2027, and February 10, 2028.
• The 5,915 restricted stock units granted on February 10, 2026, will vest over three years, with one-third vesting on each anniversary of the award date.
• Determination of shares for 2024, 2025, and 2026 TSR and EBITDA PSUs will occur in February 2027, February 2028, and February 2029, respectively.
• Determination of shares for Deal Incentive Awards PSUs will occur in December 2026, December 2027, and December 2028, subject to additional vesting and holding conditions.

Key Dates

Recommendation

This Form 4 filing details routine equity compensation for a key executive, involving the vesting of existing restricted stock units and the grant of new ones. Such transactions are standard and do not typically indicate a significant change in the company's fundamental outlook or warrant a change in investment recommendation based solely on this filing. It primarily serves to update beneficial ownership and executive incentive alignment.

Keywords

Intercontinental Exchange, ICE, Mayur Kapani, Chief Technology Officer, Form 4, Insider Transaction, Restricted Stock Units, RSU, Performance Stock Units, PSU, Equity Compensation, Stock Award, Tax Withholding