Foley Douglas 4
4 · Intercontinental Exchange, Inc. · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Intercontinental Exchange (ICE) SVP Foley Douglas Receives RSUs; Sells 268
What Happened Foley Douglas, Senior Vice President, Human Resources & Administration at Intercontinental Exchange (ICE), received a grant of 2,275 restricted stock units (RSUs) on Feb 10, 2026 and had 268 shares disposed/withheld to satisfy tax withholding tied to RSU issuance. The 268 shares were disposed at a price of $169.48 each for total proceeds of $45,421. The RSU grant is reported as an award (code A) and the withholding as a tax withholding/dispersion (code F).
Key Details
- Transaction dates: Feb 10, 2026 (reported on Form 4 filed Feb 12, 2026). Filing appears timely.
- Disposition (tax withholding): 268 shares at $169.48 each, total $45,421 (code F).
- Award: 2,275 RSUs granted (code A); acquisition reported at $0 (typical for RSU grants).
- Shares owned after transaction (per footnote): aggregate reporting includes 22,108 shares of common stock, 3,472 unvested RSUs, and 3,354 performance-based RSUs (PSUs) for which the performance period has been satisfied.
- Notable footnotes:
- A prior 2025 RSU award (1,795 RSUs) vests over three years; 598 of those vested/issued on Feb 10, 2026, and 268 of those issued shares were withheld for taxes (explains the withheld 268).
- The new 2,275 RSU award vests 1/3 each year over three years.
- Several PSU awards have future performance/vesting determinations (reported when they vest).
- Transaction codes explained: A = award/grant; F = shares withheld/sold to satisfy tax withholding.
- No 10b5-1 instruction, gift, or option exercise reported here.
Context
- This filing reflects compensation-related equity activity (RSU grant and routine tax withholding), not an open-market purchase or discretionary sale — such awards are common as part of executive compensation.
- The 268-share disposition was a tax-withholding event (often called a cashless/withholding sale) rather than a voluntary sale indicating a change in sentiment.
- Performance-based RSUs (PSUs) referenced will have final share counts determined at future vesting dates and will be reported then.
Insider Transaction Report
Form 4
Foley Douglas
SVP, HR & Administration
Transactions
- Tax Payment
Common Stock
[F1]2026-02-10$169.48/sh−268$45,421→ 26,659 total - Award
Common Stock
[F2][F3][F4][F5]2026-02-10+2,275→ 28,934 total
Footnotes (5)
- [F1]Represents shares of restricted stock units issued to the filing person on February 10, 2025. The restricted stock units vest over three years (1/3 on February 10, 2026, 1/3 on February 10, 2027 and 1/3 on February 10, 2028). Of the 1,795 shares, 598 shares were issued on February 10, 2026, of which 268 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 1,197 shares are scheduled to be issued on the two remaining vesting dates and taxes for these future issuances will be withheld and reported at the time the shares are issued.
- [F2]Represents restricted stock units issued to the filing person on February 10, 2026. This award of restricted stock units vests over three years (1/3 on each anniversary of the award date).
- [F3]The common stock number referred in Table I is an aggregate number and represents 22,108 shares of common stock and 3,472 unvested restricted stock units ("RSUs"), and 3,354 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.
- [F4]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.
- [F5]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|2026-02-12