Intercontinental Exchange (NYSE: ICE) COO awarded 5,915 RSUs in 2026 grant

Q: What insider transactions did ICE COO Stuart Glen Williams report in February 2026?

Williams reported a tax-withholding disposition of 533 ICE shares at $169.48 and an acquisition of 5,915 restricted stock units . Both transactions were dated February 10, 2026 and reflect equity compensation activity rather than open-market buying or selling.

Q: What was the purpose of the 533 ICE shares disposed of by the COO?

The 533 shares were withheld to satisfy tax withholding obligations tied to a prior restricted stock unit grant. They relate to 1,196 shares issued from a 2025 RSU award vesting on February 10, 2026 , rather than a discretionary market sale.

Q: What are the vesting terms of the 5,915 RSUs granted to the ICE COO?

The 5,915 restricted stock units granted on February 10, 2026 vest over three years. The award vests in three equal annual installments, with one-third of the units vesting on each anniversary of the original award date.

Q: How do RSUs and PSUs feature in the ICE COO’s total holdings?

The aggregate 27,266 units include 8,309 unvested RSUs and 5,753 performance-based RSUs whose performance periods are satisfied. These units typically convert into ICE common shares upon vesting, subject to time-based and performance conditions outlined in the award terms.

Q: Does this ICE Form 4 show any open-market buying or selling by the COO?

The filing shows no open-market purchases or sales . It reports a tax-withholding share disposition related to vesting RSUs and a grant of 5,915 RSUs , both standard components of equity compensation programs for senior executives.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Intercontinental Exchange, Inc. Chief Operating Officer Stuart Glen Williams reported two equity-related transactions dated February 10, 2026. First, 533 shares of common stock were disposed of at $169.48 per share to cover tax withholding tied to previously granted restricted stock units.

On the same date, he acquired 5,915 restricted stock units at no cost, which vest in three equal annual installments on each anniversary of the grant. Following these transactions, he directly holds an aggregate 27,266 equity interests, consisting of 13,204 common shares, 8,309 unvested RSUs and 5,753 performance-based RSUs for which the performance period has been satisfied.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Williams Stuart Glen

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	533	$169.48	$90K
Grant/Award	Common Stock	5,915	$0.00	--

Holdings After Transaction: Common Stock — 21,351 shares (Direct)

Footnotes (1)

Represents shares of restricted stock units issued to the filing person on February 10, 2025. The restricted stock units vest over three years (1/3 on February 10, 2026, 1/3 on February 10, 2027 and 1/3 on February 10, 2028). Of the 3,590 shares, 1,196 shares were issued on February 10, 2026, of which 533 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 2,394 shares are scheduled to be issued on the two remaining vesting dates and taxes for these future issuances will be withheld and reported at the time the shares are issued. Represents restricted stock units issued to the filing person on February 10, 2026. This award of restricted stock units vests over three years (1/3 on each anniversary of the award date). The common stock number referred in Table I is an aggregate number and represents 13,204 shares of common stock and 8,309 unvested restricted stock units ("RSUs"), and 5,753 performance based restricted stock units ("PSUs"), 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 2024, 2025 and 2026 TSR PSUs and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2027, February 2028 and February 2029, respectively, and will be reported at the time of vesting. The satisfaction of the 2024, 2025 and 2026 three-year earnings before interest, taxes, depreciation, and amortization ("EBITDA") PSUs and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2027, February 2028 and February 2029, respectively, and will be reported at the time of vesting. The satisfaction of the performance based restricted stock units granted as Deal Incentive Awards and the corresponding number of shares to be issued pursuant to these awards, will not be determined until December 2026, December 2027 and December 2028 and will be subject to additional time-based vesting conditions and, if applicable, a subsequent one-year holding period.

Form 4 Insider Transactions: What Each Field Means →

02/12/2026 - 04:42 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Williams Stuart Glen

(Last)

(First)

(Middle)

5660 NEW NORTHSIDE DRIVE

(Street)

ATLANTA

30328

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Intercontinental Exchange, Inc. [ ICE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/10/2026		F		533⁽¹⁾	D	$169.48	21,351	D
Common Stock	02/10/2026		A		5,915⁽²⁾	A	$0	27,266⁽³⁾⁽⁴⁾⁽⁵⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of restricted stock units issued to the filing person on February 10, 2025. The restricted stock units vest over three years (1/3 on February 10, 2026, 1/3 on February 10, 2027 and 1/3 on February 10, 2028). Of the 3,590 shares, 1,196 shares were issued on February 10, 2026, of which 533 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 2,394 shares are scheduled to be issued on the two remaining vesting dates and taxes for these future issuances will be withheld and reported at the time the shares are issued.

2. Represents restricted stock units issued to the filing person on February 10, 2026. This award of restricted stock units vests over three years (1/3 on each anniversary of the award date).

3. The common stock number referred in Table I is an aggregate number and represents 13,204 shares of common stock and 8,309 unvested restricted stock units ("RSUs"), and 5,753 performance based restricted stock units ("PSUs"), 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.

4. The satisfaction of the 2024, 2025 and 2026 TSR PSUs and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2027, February 2028 and February 2029, respectively, and will be reported at the time of vesting. The satisfaction of the 2024, 2025 and 2026 three-year earnings before interest, taxes, depreciation, and amortization ("EBITDA") PSUs and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2027, February 2028 and February 2029, respectively, and will be reported at the time of vesting.

5. The satisfaction of the performance based restricted stock units granted as Deal Incentive Awards and the corresponding number of shares to be issued pursuant to these awards, will not be determined until December 2026, December 2027 and December 2028 and will be subject to additional time-based vesting conditions and, if applicable, a subsequent one-year holding period.

	/s/ Octavia N. Spencer, Attorney-in-fact	02/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did ICE COO Stuart Glen Williams report in February 2026?

Williams reported a tax-withholding disposition of 533 ICE shares at $169.48 and an acquisition of 5,915 restricted stock units. Both transactions were dated February 10, 2026 and reflect equity compensation activity rather than open-market buying or selling.

How many Intercontinental Exchange (ICE) shares does the COO hold after this Form 4?

After these transactions, the COO directly holds an aggregate of 27,266 ICE equity interests. This total represents 13,204 common shares, 8,309 unvested RSUs, and 5,753 performance-based RSUs for which the performance period has been satisfied.

What was the purpose of the 533 ICE shares disposed of by the COO?

The 533 shares were withheld to satisfy tax withholding obligations tied to a prior restricted stock unit grant. They relate to 1,196 shares issued from a 2025 RSU award vesting on February 10, 2026, rather than a discretionary market sale.

What are the vesting terms of the 5,915 RSUs granted to the ICE COO?

The 5,915 restricted stock units granted on February 10, 2026 vest over three years. The award vests in three equal annual installments, with one-third of the units vesting on each anniversary of the original award date.

How do RSUs and PSUs feature in the ICE COO’s total holdings?

The aggregate 27,266 units include 8,309 unvested RSUs and 5,753 performance-based RSUs whose performance periods are satisfied. These units typically convert into ICE common shares upon vesting, subject to time-based and performance conditions outlined in the award terms.

Does this ICE Form 4 show any open-market buying or selling by the COO?

The filing shows no open-market purchases or sales. It reports a tax-withholding share disposition related to vesting RSUs and a grant of 5,915 RSUs, both standard components of equity compensation programs for senior executives.