ICE (NYSE: ICE) CEO logs tax withholding shares from RSU vesting
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Intercontinental Exchange Chief Executive Officer Jeffrey C. Sprecher reported an automatic share disposition tied to tax withholding on vested equity awards. On February 12, 2026, 12,878 shares of common stock were withheld at $151.99 per share to cover the issuer’s tax obligations on a performance-based restricted stock unit grant originally awarded on February 3, 2023. That award totaled 85,496 shares and vested in three equal annual installments, with 28,499 shares issued in the final tranche on this date.
After the transaction, Sprecher held 1,179,240 shares in aggregate direct beneficial ownership, including common stock, unvested restricted stock units, and performance-based units with satisfied performance conditions. He also has indirect beneficial ownership of 1,801,705 shares through CPEX, where he owns 100% of the equity interest, and 81,570 shares held by his spouse, for which he disclaims beneficial ownership.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Sprecher Jeffrey C
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock | 12,878 | $151.99 | $1.96M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 1,179,240 shares (Direct);
Common Stock — 1,801,705 shares (Indirect, CPEX)
Footnotes (1)
- Represents shares of performance based restricted stock units granted to the filing person on February 3, 2023. The vesting of the shares of performance based restricted stock units was conditioned upon the achievement of certain 2023 earnings before interest, taxes, depreciation, and amortization ("EBITDA") performance versus pre-established targets. The restricted stock units vest over three years (1/3 on February 12, 2024, 1/3 on February 12, 2025 and 1/3 on February 12, 2026). Of the 85,496 shares, 28,499 were issued on February 12, 2026, of which 12,878 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The third and final tranche of shares for this award have been issued. The common stock number referred in Table I is an aggregate number and represents 1,104,696 shares of common stock and 46,016 unvested restricted stock units ("RSUs"), and 28,528 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. As previously reported, the reporting person also indirectly owns 1,801,705 shares that are beneficially owned directly by CPEX. The reporting person beneficially owns 100% of the equity interest in CPEX. Additionally, as previously reported, the reporting person indirectly owns shares that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership. As previously reported, the reporting person also indirectly owns 81,570 shares that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership.
FAQ
What insider transaction did ICE CEO Jeffrey Sprecher report on this Form 4?
ICE CEO Jeffrey Sprecher reported a tax-withholding disposition related to vested equity awards. On February 12, 2026, 12,878 Intercontinental Exchange common shares were withheld at $151.99 per share to satisfy the company’s tax withholding obligation on performance-based restricted stock units granted in 2023.
What is Jeffrey Sprecher’s direct beneficial ownership in ICE after this reported transaction?
After the reported transaction, Jeffrey Sprecher’s aggregate direct beneficial ownership in Intercontinental Exchange was 1,179,240 shares. This figure combines common stock, unvested restricted stock units, and performance-based restricted stock units for which performance conditions have been satisfied, all reported together in Table I.
What vesting schedule applies to Jeffrey Sprecher’s ICE RSUs and PSUs noted in this filing?
The aggregate common stock figure includes 46,016 restricted stock units and 28,528 performance-based units with satisfied performance periods. These RSUs and PSUs vest over three years, with 33.33% of the units vesting each year, subject to the schedule described in the footnotes.