Christopher Scott Edmonds - May 16, 2022 Form 4 Insider Report for Intercontinental Exchange, Inc. (ICE)

Role: Chief Development Officer
Signature: /s/ Octavia N. Spencer, Attorney-in-fact
Stock symbol: ICE
Transactions as of: May 16, 2022
Transactions value $: -$38,827
Form type: 4
Date filed: 5/18/2022, 05:12 PM
Previous filing: May 17, 2022
Next filing: May 23, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ICE	Common Stock	Tax liability	-$38.8K	-399	-2.66%	$97.31	14.6K	May 16, 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares of restricted stock issued to the filing person on May 15, 2020. The restricted stock units vest over three years (1/3 on May 15, 2021, 1/3 on May 15, 2022 and 1/3 on May 15, 2023). Of the 2,674 shares, 891 shares were issued on May 16, 2022, of which 399 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 892 shares are scheduled to be issued on May 15, 2023 and taxes for this issuance will be withheld and reported at the time of vesting.
F2	The common stock number referred in Table I is an aggregate number and represents 4,284 shares of common stock and 3,944 unvested restricted stock units ("RSUs"), and 6,383 unvested performance based restricted stock units ("PSU's"), for which the performance period has been satisfied. The RSUs and PSUs vest over a three year period, in which 33.33% of the units vest each year. The satisfaction of the 2022 PSUs tied to earnings before interest, taxes, depreciation, and amortization, ("EBITDA") and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2023 and will be reported at the time of vesting. The satisfaction of the 2020, 2021 and 2022 total shareholder return performance based restricted stock units and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2023, February 2024 and February 2025, respectively, and will be reported at the time of vesting.

Content

Represents shares of restricted stock issued to the filing person on May 15, 2020. The restricted stock units vest over three years (1/3 on May 15, 2021, 1/3 on May 15, 2022 and 1/3 on May 15, 2023). Of the 2,674 shares, 891 shares were issued on May 16, 2022, of which 399 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 892 shares are scheduled to be issued on May 15, 2023 and taxes for this issuance will be withheld and reported at the time of vesting.

The common stock number referred in Table I is an aggregate number and represents 4,284 shares of common stock and 3,944 unvested restricted stock units ("RSUs"), and 6,383 unvested performance based restricted stock units ("PSU's"), for which the performance period has been satisfied. The RSUs and PSUs vest over a three year period, in which 33.33% of the units vest each year. The satisfaction of the 2022 PSUs tied to earnings before interest, taxes, depreciation, and amortization, ("EBITDA") and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2023 and will be reported at the time of vesting. The satisfaction of the 2020, 2021 and 2022 total shareholder return performance based restricted stock units and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2023, February 2024 and February 2025, respectively, and will be reported at the time of vesting.