ICE (ICE) CTO exercises stock options and sells 15,213 shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Intercontinental Exchange Chief Technology Officer Mayur Kapani reported multiple equity transactions in February 2026. On February 18, 2026, he exercised an employee stock option for 5,347 shares, converting a fully vested option into the same number of common shares at an exercise price of $57.31 per share.
That same day, he executed open-market or private sales of 4,519 shares of common stock at an average price of $154.4854 per share and 10,694 shares at $155.2485 per share, under a Rule 10b5-1 trading plan that became effective on June 6, 2025. On February 17, 2026, 1,028 shares were disposed to satisfy tax withholding on the vesting of performance-based restricted stock units previously granted in 2024.
After these transactions, his direct holdings reported in Table I total 64,869 common stock-related interests, consisting of 53,660 shares of common stock, 8,907 unvested restricted stock units, and 2,302 performance-based restricted stock units for which the performance conditions have been met.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 15,213 shares ($2,358,347)
Net Sell
5 txns
Insider
Kapani Mayur
Role
Chief Technology Officer
Sold
15,213 shs ($2.36M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Employee Stock Option (right to buy) Holding | 5,347 | $0.00 | -- |
| Exercise | Common Stock | 5,347 | $57.31 | $306K |
| Sale | Common Stock | 4,519 | $154.4854 | $698K |
| Sale | Common Stock | 10,694 | $155.2485 | $1.66M |
| Tax Withholding | Common Stock | 1,028 | $152.28 | $157K |
Holdings After Transaction:
Employee Stock Option (right to buy) Holding — 3,028 shares (Direct);
Common Stock — 80,082 shares (Direct)
Footnotes (1)
- Represents shares of performance based restricted stock units granted to the filing person on February 12, 2024. The vesting of the shares of performance based restricted stock units was conditioned upon the achievement of certain 2024 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 15, 2025, 1/3 on February 15, 2026 and 1/3 on February 15, 2027). Of the 6,904 shares, 2,302 were issued on February 17, 2026, of which 1,028 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 2,302 shares are scheduled to be issued on February 12, 2027 and taxes for this future issuance will be withheld and reported at the time the shares are issued. This transaction was effected pursuant to a Rule 10b5-1 trading plan which was approved and became effective as of June 6, 2025. The price range for the aggregate amount sold by the direct holder is $153.89 - $154.88. The Issuer will upon request by the Staff of the U.S. Securities and Exchange Commission or a security holder of the Issuer provide the full information regarding the number of shares sold at each separate price. The price range for the aggregate amount sold by the direct holder is $154.89 - $155.84. The Issuer will upon request by the Staff of the U.S. Securities and Exchange Commission or a security holder of the Issuer provide the full information regarding the number of shares sold at each separate price. The common stock number referred in Table I is an aggregate number and represents 53,660 shares of common stock and 8,907 unvested restricted stock units ("RSUs"), and 2,302 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. These options are fully vested.
FAQ
What did ICE executive Mayur Kapani report in this Form 4 filing?
Mayur Kapani reported an option exercise for 5,347 shares, two open-market sales totaling 15,213 common shares, and a 1,028-share tax-withholding disposition related to vested performance-based restricted stock units, all occurring on February 17–18, 2026.
What stock option transaction did the ICE CTO execute in February 2026?
On February 18, 2026, he exercised a fully vested employee stock option covering 5,347 shares at an exercise price of $57.31 per share. The exercise converted the derivative option holding into an equivalent number of Intercontinental Exchange common shares.
Was the ICE CTO’s stock sale part of a Rule 10b5-1 trading plan?
Yes. A footnote states the reported sales on February 18, 2026 were executed pursuant to a Rule 10b5-1 trading plan that was approved and became effective on June 6, 2025, pre-establishing the sale parameters in advance.