Statement of Changes in Beneficial Ownership (4)
May 25 2022 - 03:41PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * Foley Douglas |
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)
SVP, HR & Administration |
(Last)
(First)
(Middle)
5660 NEW NORTHSIDE DRIVE |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/23/2022
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(Street)
ATLANTA, GA 30328
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
5/23/2022 |
|
S |
|
1600 (1) |
D |
$99.08 |
24002 (2) |
D |
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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) |
The transactions reported in
this Form 4 were effected pursuant to a pre-arranged trading plan
established in accordance with Rule 10b5-1 of the Securities Act of
1934, as amended. |
(2) |
The common stock number
referred in Table I is an aggregate number and represents 20,172
shares of common stock and 3,830 unvested performance based
restricted stock units, for which the performance period has been
satisfied. These performance based restricted stock units vest over
a three year period, in which 33.33% of the units vest each year.
The satisfaction of the 2022 performance based restricted units
tied to earnings before interest, taxes, depreciation, and
amortization ("EBITDA") and the corresponding number of shares to
be issued pursuant to these awards, will not be determined until
February 2023 and will be reported at the time of vesting. The
satisfaction of the 2020, 2021 and 2022 total shareholder return
performance based restricted stock units and the corresponding
number of shares to be issued pursuant to these awards, will not be
determined until February 2023, February 2024 and February 2025,
respectively, and will be reported at the time of
vesting. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
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Director |
10% Owner |
Officer |
Other |
Foley Douglas
5660 NEW NORTHSIDE DRIVE
ATLANTA, GA 30328 |
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SVP, HR & Administration |
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Signatures
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/s/ Octavia N. Spencer,
Attorney-in-fact |
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5/25/2022 |
**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 control number. |
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