Form 4: Intercontinental Exchange Executive Andrew Surdykowski Reports Stock Transactions Following RSU Vesting

Andrew Surdykowski, General Counsel of Intercontinental Exchange, reports the withholding of shares to cover tax obligations following the vesting of performance-based restricted stock units (RSUs).

Summary

• On February 12 and 13, 2025, Andrew Surdykowski, General Counsel of Intercontinental Exchange, reported transactions related to the vesting of performance-based restricted stock units (RSUs).
• These RSUs were granted on February 3, 2023, and February 4, 2022, and their vesting was contingent upon the achievement of certain EBITDA performance targets.
• A portion of the shares that vested were withheld by the Issuer to satisfy tax withholding obligations; 1,292 shares were withheld at a price of $166.94 on February 12, 2025, and 643 shares were withheld at a price of $166.56 on February 13, 2025.
• Following these transactions, Surdykowski beneficially owns 48,968 shares of Intercontinental Exchange common stock.
• The report also mentions unvested RSUs and performance-based stock units (PSUs) that are subject to future performance conditions and vesting schedules.

Sentiment

Score: 7

Explanation: The document reflects a standard executive compensation practice. The vesting of RSUs suggests the company met its performance targets, which is a positive indicator. However, it's a routine filing and doesn't provide significant new information.

Positives

• The vesting of performance-based restricted stock units indicates that the company likely met its EBITDA performance targets for the relevant periods.

Risks

• Future vesting of RSUs and PSUs is contingent upon the achievement of future performance targets, which introduces uncertainty.

Future Outlook

The satisfaction and vesting of future performance-based stock units are contingent upon the company's future EBITDA performance and total shareholder return, which will be determined and reported in subsequent years.

Industry Context

This filing is a routine disclosure related to executive compensation and is common in publicly traded companies. The use of performance-based equity compensation is a standard practice to align executive incentives with company performance.

Comparison to Industry Standards

• Performance-based equity compensation is a common practice among publicly traded companies, particularly in the financial services sector.
• Companies like Nasdaq, CME Group, and London Stock Exchange Group also utilize similar compensation structures to incentivize executives and align their interests with shareholder value.
• The vesting schedules and performance metrics (such as EBITDA and total shareholder return) are generally in line with industry standards for executive compensation.

Stakeholder Impact

• Shareholders may view the vesting of performance-based equity as a positive sign, indicating that the company is achieving its performance goals.
• Employees who are also recipients of equity compensation may be motivated by the achievement of performance targets and the potential for future vesting.

Next Steps

• Future vesting of RSUs and PSUs will be determined based on the company's performance in subsequent years and will be reported in future filings.

Key Dates