Form 4: Intercontinental Exchange President Sells Shares Under Pre-Arranged Trading Plan

Christopher Scott Edmonds, President of Fixed Income & Data at Intercontinental Exchange, Inc. (ICE), sold 552 shares of common stock for $174.52 per share under a Rule 10b5-1 trading plan.

Summary

• Christopher Scott Edmonds, President, Fixed Income & Data at Intercontinental Exchange, Inc. (ICE), disposed of 552 shares of common stock.
• The transaction occurred on May 22, 2025, at a price of $174.52 per share.
• This sale was executed pursuant to a Rule 10b5-1 trading plan, which was approved and became effective on February 20, 2025.
• Following this transaction, Mr. Edmonds beneficially owns an aggregate of 15,658 shares.
• The total beneficial ownership includes 1,615 shares of common stock, 4,936 unvested restricted stock units (RSUs), and 9,107 unvested performance-based restricted stock units (PSUs) for which the performance period has been satisfied.
• The RSUs and PSUs vest over a three-year period, with 33.33% of the units vesting each year.
• The satisfaction of 2023, 2024, and 2025 three-year total shareholder return (TSR) PSUs will be determined and reported at vesting in February 2026, February 2027, and February 2028, respectively.
• The satisfaction of 2024 and 2025 three-year earnings before interest, taxes, depreciation, and amortization (EBITDA) PSUs will be determined and reported at vesting in February 2027 and February 2028, respectively.
• Performance-based restricted stock units granted as Deal Incentive Awards will have their satisfaction determined in December 2026, December 2027, and December 2028, subject to additional time-based vesting conditions and a potential one-year holding period.

Sentiment

Score: 5

Explanation: The document reports a routine insider stock sale executed under a pre-arranged 10b5-1 plan, which is a neutral event and does not typically indicate positive or negative sentiment about the company's prospects.

Future Outlook

The document details future vesting schedules for various equity awards, including performance-based restricted stock units tied to total shareholder return (TSR) and EBITDA metrics, with determinations and reporting expected between February 2026 and December 2028.

Industry Context

This Form 4 filing is a routine disclosure of an insider stock transaction for Intercontinental Exchange, Inc., a major global operator of exchanges and clearing houses. Such transactions, especially when conducted under a Rule 10b5-1 plan, are common for executives managing their equity compensation and personal finances, and typically do not reflect broader industry trends or specific company performance signals.

Stakeholder Impact

• Shareholders: The sale of 552 shares by an executive is a minor dilution event but is generally considered routine for executive compensation management and is unlikely to have a material impact on existing shareholders.

Next Steps

• Future vesting and determination of 2023, 2024, and 2025 three-year TSR PSUs in February 2026, 2027, and 2028.
• Future vesting and determination of 2024 and 2025 three-year EBITDA PSUs in February 2027 and 2028.
• Future determination of Deal Incentive Awards PSUs in December 2026, 2027, and 2028, subject to additional vesting and holding periods.

Key Dates

Keywords

Intercontinental Exchange, ICE, SEC Form 4, Insider Trading, Stock Sale, Rule 10b5-1, Equity Compensation, Restricted Stock Units, Performance Stock Units, Financial Markets, Exchange Operator