Kapani Mayur 4

What Happened

• Kapani Mayur, Chief Technology Officer of Intercontinental Exchange, received 12,482 shares on February 3, 2026 from the vesting of performance-based restricted stock units (TSR PSUs). Those shares were issued at $0.00 per share as an award.
• To satisfy tax withholding obligations related to the vesting, 5,566 of the underlying shares were withheld/disposed at $173.18 per share for a total withholding value of $963,920. This withholding is a routine tax-related disposition rather than an open-market sale.

Key Details

• Transaction date: February 3, 2026; Form 4 filed February 5, 2026 (timely filing).
• Award: 12,482 shares issued (code A) at $0.00.
• Withholding/disposition: 5,566 shares withheld (code F) at $173.18, total ~$963,920 to cover taxes.
• Shares beneficially owned (per filing): aggregate includes 59,302 shares of common stock plus 4,487 unvested RSUs and 8,436 PSUs for which performance periods have been satisfied (see footnote details).
• Additional note: filing includes 69 shares from the Employee Stock Purchase Plan (ESPP).
• Footnotes: Vesting and payout for the TSR PSUs were determined by total shareholder return vs. the S&P 500 for Jan 1, 2023–Dec 31, 2025. The withheld shares represent those withheld to satisfy tax obligations.

Context

• This was a vesting/award event with shares withheld to cover taxes (a common, administrative disposition), not an open-market sale indicating a change in investment view.
• For retail investors, awards and routine withholdings are standard executive compensation mechanics; they do not necessarily signal bullish or bearish intent.