Intercontinental Exchange (NYSE: ICE) exec stock withheld for taxes

Rhea-AI Filing Summary

Intercontinental Exchange executive Christopher Scott Edmonds reported a tax-withholding stock disposition. On the vesting of performance-based restricted stock units, 1,093 shares of common stock were withheld on February 17, 2026 at $152.28 per share to cover tax obligations. After this transaction, his reported holdings total 25,569, combining 13,965 common shares, 9,206 unvested restricted stock units and 2,398 performance-based restricted stock units that vest over a three-year schedule, with additional performance-based awards tied to EBITDA and total shareholder return extending determinations into 2027–2029.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Edmonds Christopher Scott

Role President, Fixed Income & Data

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,093	$152.28	$166K

Holdings After Transaction: Common Stock — 25,569 shares (Direct)

Footnotes (1)

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 7,191 shares, 2,397 were issued on February 17, 2026, of which 1,093 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 2,398 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. The common stock number referred in Table I is an aggregate number and represents 13,965 shares of common stock and 9,206 unvested restricted stock units ("RSUs"), and 2,398 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 →

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
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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^*

Edmonds Christopher Scott

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Fixed Income & Data

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2026		F		1,093(1)	D	$152.28	25,569(2)(3)(4)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

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 7,191 shares, 2,397 were issued on February 17, 2026, of which 1,093 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 2,398 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.

2. The common stock number referred in Table I is an aggregate number and represents 13,965 shares of common stock and 9,206 unvested restricted stock units ("RSUs"), and 2,398 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 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.

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.

	/s/ Octavia N. Spencer, Attorney-in-fact	02/19/2026
	** 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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FAQ

What did ICE executive Christopher Scott Edmonds report in this Form 4 filing?

Christopher Scott Edmonds reported a tax-withholding stock disposition. On February 17, 2026, 1,093 shares of Intercontinental Exchange common stock were withheld to satisfy tax obligations related to vesting performance-based restricted stock units granted in February 2024.

How many ICE shares were used for tax withholding and at what price?

Edmonds had 1,093 shares withheld for taxes at $152.28 each. This transaction was classified as a tax-withholding disposition, meaning shares from vested performance-based restricted stock units were retained by the issuer to cover his tax liability.

What are Christopher Scott Edmonds’ ICE equity holdings after this transaction?

After the transaction, Edmonds reports 25,569 ICE-linked shares and units. This aggregate includes 13,965 common shares, 9,206 unvested restricted stock units, and 2,398 performance-based restricted stock units with the performance period already satisfied, vesting over three years.

How do Edmonds’ performance-based restricted stock units in ICE vest over time?

The performance-based restricted stock units vest over three years. One-third vested on February 15, 2025, another third on February 15, 2026, and the final third vests on February 15, 2027, subject to achievement of EBITDA performance targets versus pre-established 2024 goals.

What future ICE performance awards for Edmonds depend on TSR and EBITDA results?

Several total shareholder return and EBITDA PSU awards remain undetermined. Performance satisfaction, and corresponding shares, for 2024–2026 TSR and three-year EBITDA PSUs will be set in February 2027, 2028 and 2029, with reporting expected at each respective vesting date.

Are there additional ICE performance-based awards for Edmonds beyond 2026?

Yes, certain deal incentive performance awards extend beyond 2026. The satisfaction of these performance-based restricted stock units and related share issuance will be determined in December 2026, 2027 and 2028, and will also be subject to time-based vesting and a potential one-year holding period.