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Intercontinental Exchange CEO reports major Form 4 stock moves

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Intercontinental Exchange, Inc. (ICE) CEO and director reported multiple equity transactions. On 11/19/2025, the reporting person made a gift of 46,000 shares of ICE common stock to a philanthropic organization. On the same date, they executed Rule 10b5-1 plan sales of 60,639 shares of common stock at prices within $152.00–$152.99 and 89,361 shares at prices within $153.00–$153.65.

After these transactions, the filing shows 1,116,991 common shares beneficially owned directly, an aggregate that includes vested shares as well as unvested RSUs and PSUs. In addition, the reporting person indirectly owns 1,801,705 shares through CPEX, whose equity they own 100%, and 81,570 shares held by a spouse, for which beneficial ownership is disclaimed.

Positive

  • None.

Negative

  • None.
Insider Sprecher Jeffrey C
Role Chief Executive Officer
Sold 150,000 shs ($22.96M)
Type Security Shares Price Value
Gift Common Stock 46,000 $0.00 --
Sale Common Stock 60,639 $152.621 $9.25M
Sale Common Stock 89,361 $153.398 $13.71M
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,116,991 shares (Direct); Common Stock — 1,891,066 shares (Indirect, CPEX)
Footnotes (1)
  1. This transaction involved a gift of 46,000 shares of the issuer's common stock by the reporting person to a philanthropic organization. The common stock number referred in Table I is an aggregate number and represents 1,033,262 shares of common stock, 26,702 unvested restricted stock units ("RSUs"), and 57,027 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, in which 33.33% of the units vest each year. The satisfaction of the 2023, 2024 and 2025 three-year total shareholder return (TSR) PSUs and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2026, February 2027 and February 2028, respectively, and will be reported at the time of vesting. The satisfaction of the 2024 and 2025 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 and February 2028, 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. This transaction was effected pursuant to a Rule 10b5-1 trading plan which was approved and became effective as of May 30, 2025. The price range for the aggregate amount sold by the direct holder is $152.00 - $152.99. 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 $153.00 - $153.65. 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. 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.
Form 4 Insider Transactions: What Each Field Means →
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).
X
 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*
Sprecher Jeffrey C
(Last) (First) (Middle)
5660 NEW NORTHSIDE DRIVE
(Street)
ATLANTA GA 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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025
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)
Code V Amount (A) or (D) Price
Common Stock 11/19/2025 G 46,000(1) D $0 1,116,991(2)(3)(4) D
Common Stock 11/19/2025 S 60,639(5) D $152.621(6) 1,891,066 I CPEX
Common Stock 11/19/2025 S 89,361(5) D $153.398(7) 1,801,705(8) I CPEX
Common Stock 81,570(9) I By spouse
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. This transaction involved a gift of 46,000 shares of the issuer's common stock by the reporting person to a philanthropic organization.
2. The common stock number referred in Table I is an aggregate number and represents 1,033,262 shares of common stock, 26,702 unvested restricted stock units ("RSUs"), and 57,027 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, in which 33.33% of the units vest each year.
3. The satisfaction of the 2023, 2024 and 2025 three-year total shareholder return (TSR) PSUs and the corresponding number of shares to be issued pursuant to these awards, will not be determined until February 2026, February 2027 and February 2028, respectively, and will be reported at the time of vesting. The satisfaction of the 2024 and 2025 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 and February 2028, respectively, and will be reported at the time of vesting.
4. 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.
5. This transaction was effected pursuant to a Rule 10b5-1 trading plan which was approved and became effective as of May 30, 2025.
6. The price range for the aggregate amount sold by the direct holder is $152.00 - $152.99. 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.
7. The price range for the aggregate amount sold by the direct holder is $153.00 - $153.65. 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.
8. 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.
9. 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.
/s/ Octavia N. Spencer, Attorney-in-fact 11/21/2025
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did ICE's CEO report on this Form 4?

The CEO and director of Intercontinental Exchange, Inc. (ICE) reported a gift of 46,000 shares of common stock to a philanthropic organization and two sales totaling 150,000 shares of common stock on 11/19/2025 under a Rule 10b5-1 trading plan.

How many ICE shares did the CEO sell and at what prices?

The reporting person sold 60,639 shares of ICE common stock at prices in the range of $152.00–$152.99 and 89,361 shares at prices in the range of $153.00–$153.65, all on 11/19/2025.

Was a Rule 10b5-1 trading plan used for the ICE stock sales?

Yes. The filing states that the sales were effected pursuant to a Rule 10b5-1 trading plan that was approved and became effective as of May 30, 2025.

How many ICE shares does the CEO beneficially own directly after these transactions?

Following the reported transactions, the filing shows 1,116,991 common shares beneficially owned directly. This aggregate includes 1,033,262 shares of common stock, 26,702 unvested RSUs, and 57,027 unvested PSUs.

What indirect ownership in ICE shares is reported for the CEO?

The reporting person indirectly owns 1,801,705 shares of ICE common stock through CPEX, whose equity they own 100%. The filing also notes 81,570 shares held by the spouse, for which the reporting person disclaims beneficial ownership.

How do the ICE PSUs and RSUs for the CEO vest and settle?

The filing explains that RSUs and PSUs generally vest over three years, with 33.33% vesting each year. Settlement of certain TSR and EBITDA PSUs and Deal Incentive Awards will depend on performance measured through 2026–2028, with share delivery reported at vesting.

Can investors get more detail on the exact ICE share sale prices?

Yes. For both price ranges, the company states it will provide full information on the number of shares sold at each separate price to the SEC staff or any ICE security holder upon request.