Form 4: ICE President Benjamin Jackson Reports Significant Stock Vesting

Intercontinental Exchange President Benjamin Jackson reported the vesting of performance-based restricted stock units and subsequent tax-related share dispositions.

Summary

• Benjamin Jackson, President of Intercontinental Exchange, Inc. (ICE), acquired 28,087 shares of common stock on February 3, 2026, due to the vesting of three-year Total Shareholder Return (TSR) Performance-Based Restricted Stock Units (PSUs).
• The TSR PSUs were granted on February 3, 2023, and their payout was determined by ICE's stock price through December 31, 2025, based on total shareholder return from January 1, 2023, through December 31, 2025, relative to the S&P 500.
• Jackson subsequently disposed of 12,625 shares of common stock on February 3, 2026, at a price of $173.18 per share, to satisfy tax withholding obligations related to the vested TSR PSUs.
• Following these transactions, Jackson beneficially owns an aggregate of 165,692 shares, which includes 138,057 shares of common stock, 9,424 unvested restricted stock units (RSUs), and 18,211 performance-based restricted stock units (PSUs) for which the performance period has been satisfied.
• The beneficial ownership also includes 83 shares and 68 shares acquired under the Intercontinental Exchange, Inc. Employee Stock Purchase Plan on June 30, 2025, and December 31, 2025, respectively.
• The unvested RSUs and PSUs vest over a three-year period, with 33.33% of the units vesting each year.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development. The vesting of performance-based restricted stock units indicates that Intercontinental Exchange met its performance targets, which is a positive signal for the company's operational and financial health over the past three years.

Positives

• The vesting of 28,087 TSR PSUs indicates that Intercontinental Exchange met its performance targets relative to the S&P 500 over the three-year period from January 1, 2023, to December 31, 2025.
• The successful vesting of performance-based awards aligns management incentives with shareholder returns, reflecting positive company performance.

Future Outlook

The satisfaction and corresponding share issuance for 2024 and 2025 TSR PSUs and EBITDA PSUs will be determined and reported in February 2027 and February 2028, respectively. Additionally, Deal Incentive Awards PSUs will be determined in December 2026, December 2027, and December 2028, subject to further time-based vesting and a potential one-year holding period.

Industry Context

StockSavvy.ai notes that this Form 4 filing details a routine insider transaction related to executive compensation. The vesting of performance-based restricted stock units is a common practice in the financial services industry, aligning executive interests with long-term company performance and shareholder value. This type of filing does not typically provide direct insights into broader industry trends or competitive positioning but rather reflects internal compensation structures and past performance achievements.

Stakeholder Impact

• Shareholders: The vesting of performance-based awards suggests that the company achieved its performance metrics, which is generally positive for shareholder value. The disposition for tax withholding is a standard event and does not indicate a change in management's confidence.

Next Steps

• Determination and reporting of 2024 TSR PSUs and EBITDA PSUs in February 2027.
• Determination and reporting of 2025 TSR PSUs and EBITDA PSUs in February 2028.
• Determination of Deal Incentive Awards PSUs in December 2026, December 2027, and December 2028, subject to additional vesting and holding conditions.

Key Dates

Recommendation

This Form 4 filing reports a routine insider transaction involving the vesting of performance-based restricted stock units and a subsequent disposition for tax withholding. While the vesting indicates successful achievement of past performance targets, it is a standard compensation event and does not provide new information that would significantly alter the investment thesis for Intercontinental Exchange. Therefore, a 'hold' recommendation is appropriate as this filing does not present a strong catalyst for either buying or selling.

Keywords

Intercontinental Exchange, ICE, Benjamin Jackson, Form 4, Insider Transaction, Stock Vesting, Restricted Stock Units, Performance Stock Units, TSR PSUs, Employee Stock Purchase Plan