Namkung James W 4
4 · Intercontinental Exchange, Inc. · Filed Feb 5, 2026
Research Summary
AI-generated summary of this filing
ICE (ICE) Chief Accounting Officer Namkung Receives Award; Withholds Shares
What Happened
- James W. Namkung, Chief Accounting Officer of Intercontinental Exchange, received 3,744 shares on Feb 3, 2026 upon vesting of three-year TSR performance-based RSUs (award code A). To satisfy tax withholding, 1,170 of those shares were withheld/disposed at $173.18 per share (code F), generating $202,621 in consideration.
- The award payout was determined by ICE’s stock performance through Dec 31, 2025 relative to the S&P 500 (TSR PSUs granted Feb 3, 2023).
Key Details
- Transaction date: 2026-02-03; Filing date: 2026-02-05 (timely).
- Award: 3,744 shares issued at $0.00 (vesting of TSR PSUs). Withholding: 1,170 shares disposed at $173.18 each for $202,621 to cover tax obligations.
- Reported beneficial ownership context: filing notes an aggregate position that includes 12,298 shares of common stock plus 1,346 unvested RSUs and 2,301 PSUs (performance period satisfied) (see F4).
- Relevant footnotes: F1 = these shares stem from the Feb 3, 2023 three-year TSR PSU grant; F3 = shares withheld to satisfy tax withholding; F2 = includes small ESPP purchases in 2025; F5–F6 = additional PSU awards for later years will be reported when satisfied.
- Transaction codes: A = award/acquisition (vesting); F = shares withheld/used for tax payment.
Context
- This was a vesting event with a routine cashless-like tax withholding (company withheld shares rather than a separate open-market sale). Such withholding is standard to cover taxes and does not necessarily indicate a discretionary open‑market sale by the insider.
- No late filing was indicated; the Form 4 was filed two days after the Feb 3 transaction.
Insider Transaction Report
Form 4
Namkung James W
Chief Accounting Officer
Transactions
- Award
Common Stock
[F1][F2]2026-02-03+3,744→ 17,115 total - Tax Payment
Common Stock
[F3][F4][F5][F6]2026-02-03$173.18/sh−1,170$202,621→ 15,945 total
Footnotes (6)
- [F1]Represents shares issued to the filing person in connection with the vesting of the three-year total shareholder return performance based restricted stock units ("TSR PSUs") granted on February 3, 2023. The payout for the TSR PSUs was determined based on the Issuer's stock price through December 31, 2025 and was based on the total shareholder return from January 1, 2023 through December 31, 2025 relative to the S&P 500.
- [F2]Amount of securities beneficially owned includes 83 and 68 shares acquired under the Intercontinental Exchange, Inc. Employee Stock Purchase Plan on June 30, 2025 and December 31, 2025, respectively.
- [F3]Represents shares of common stock underlying vested TSR PSUs that are being withheld to satisfy payment of the Issuer's tax withholding obligations.
- [F4]The common stock number referred in Table I is an aggregate number and represents 12,298 shares of common stock and 1,346 unvested restricted stock units ("RSUs"), and 2,301 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.
- [F5]The satisfaction of the 2024 and 2025 TSR 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 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.
- [F6]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.
Signature
/s/ Octavia N. Spencer, Attorney-in-fact|2026-02-05