Edmonds Christopher Scott 4

4 · Intercontinental Exchange, Inc. · Filed Feb 17, 2026

Research Summary

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ICE President Christopher Edmonds Withholds 1,963 Shares for Taxes

What Happened

  • Christopher Scott Edmonds, President, Fixed Income & Data at Intercontinental Exchange (ICE), had 1,963 shares withheld on February 12, 2026 to satisfy the issuer's tax withholding obligation. The withheld shares were valued at $151.99 each, totaling $298,356. This withholding occurred as part of the final tranche of a performance‑based restricted stock unit (PSU) award granted February 3, 2023.

Key Details

  • Transaction date and price: 2026-02-12; 1,963 shares at $151.99 per share.
  • Transaction type: F — shares withheld to satisfy tax withholding (not an open‑market sale).
  • Aggregate ownership reported (per filing footnote): 12,661 shares of common stock, 9,206 unvested RSUs, and 4,795 PSUs for which the performance period has been satisfied.
  • Award/vesting note: The PSU award granted 12,931 shares in total; 4,312 shares were issued on Feb 12, 2026, and 1,963 of those were withheld for taxes (this was the third and final tranche for that award) (see footnote F1).
  • Filing timeliness: Transaction reported in a Form 4 filed Feb 17, 2026 for a Feb 12 transaction — the filing appears to be late relative to the usual two‑business‑day Form 4 deadline.

Context

  • This was a tax withholding related to PSU vesting (a common, routine corporate action) rather than an open‑market sale; withheld shares do not necessarily indicate insider selling intent. The transaction code F denotes shares were used to satisfy tax obligations.

Insider Transaction Report

Form 4
Period: 2026-02-12
Edmonds Christopher Scott
President, Fixed Income & Data
Transactions
  • Tax Payment

    Common Stock

    [F1][F2][F3][F4]
    2026-02-12$151.99/sh1,963$298,35626,662 total
Footnotes (4)
  • [F1]Represents shares of performance based restricted stock units granted to the filing person on February 3, 2023. The vesting of the shares of performance based restricted stock units was conditioned upon the achievement of certain 2023 earnings before interest, taxes, depreciation, and amortization ("EBITDA") performance versus pre-established targets. The restricted stock units vest over three years (1/3 on February 12, 2024, 1/3 on February 12, 2025 and 1/3 on February 12, 2026). Of the 12,931 shares, 4,312 were issued on February 12, 2026, of which 1,963 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The third and final tranche of shares for this award have been issued.
  • [F2]The common stock number referred in Table I is an aggregate number and represents 12,661 shares of common stock and 9,206 unvested restricted stock units ("RSUs"), and 4,795 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.
  • [F3]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.
  • [F4]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|2026-02-16

Documents

1 file
  • 4
    ownership.xmlPrimary

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