Martin Lynn C 4
4 · Intercontinental Exchange, Inc. · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
ICE (Intercontinental Exchange) President Lynn C. Martin Receives RSU Award
What Happened
- Lynn C. Martin, President of the NYSE Group at Intercontinental Exchange (ICE), received a grant/issuance of 5,915 restricted stock units (RSUs) on February 10, 2026 (reported on Form 4). On the same date Martin disposed of 993 shares to satisfy tax withholding at $169.48 per share (total value $168,294), and gifted 368 shares to a philanthropic organization (no proceeds).
- These transactions are compensation-related (RSU issuance/vesting) with routine tax-withholding and a charitable gift — not an open-market sale or purchase.
Key Details
- Transaction date: February 10, 2026; Form 4 filed February 12, 2026 (appears timely).
- Items reported:
- Grant/Award (A): 5,915 RSUs acquired (no cash paid).
- Tax withholding (F): 993 shares disposed at $169.48 each = $168,294 (withheld to satisfy tax withholding on RSU issuance/vesting).
- Gift (G): 368 shares donated to a philanthropic organization (no proceeds).
- Holdings after transactions (per filing footnote): 50,750 shares of common stock, 9,805 unvested RSUs, and 11,501 performance-based RSUs (PSUs) for which the performance period has been satisfied.
- Notable footnotes:
- Withheld shares reflect standard tax withholding on RSU issuances (F2).
- Some RSUs vest over three years (1/3 each year) for awards referenced in the filing (F2, F3).
- PSUs and certain deal-incentive awards have separate performance/time-based vesting and will be reported when satisfied/vested (F5, F6).
- The 368-share transfer was a charitable gift to a philanthropic organization (F1).
Context
- This was a compensation-related RSU issuance and associated tax withholding (common practice). The 993-share disposition was to cover taxes (not an open-market sale), and the 368-share transfer was a gift (does not indicate buy/sell sentiment).
Insider Transaction Report
Form 4
Martin Lynn C
President, NYSE Group
Transactions
- Gift
Common Stock
[F1]2026-02-10−368→ 67,134 total - Tax Payment
Common Stock
[F2]2026-02-10$169.48/sh−993$168,294→ 66,141 total - Award
Common Stock
[F3][F4][F5][F6]2026-02-10+5,915→ 72,056 total
Footnotes (6)
- [F1]This transaction involved a gift of 368 shares of the issuer's common stock by the reporting person to a philanthropic organization.
- [F2]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 5,834 shares, 1,944 shares were issued on February 10, 2026, of which 993 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 3,890 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.
- [F3]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).
- [F4]The common stock number referred in Table I is an aggregate number and represents 50,750 shares of common stock and 9,805 unvested restricted stock units ("RSUs"), and 11,501 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, 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.
- [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|2026-02-12