Martin Lynn C 4
4 · Intercontinental Exchange, Inc. · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Intercontinental Exchange (ICE) President Lynn C. Martin Withholds 2,690 Shares
What Happened
- Lynn C. Martin, President of the NYSE Group at Intercontinental Exchange (ICE), had 2,690 shares withheld to satisfy tax withholding obligations on vested performance-based restricted stock units (PSUs). The withholding occurred on Feb 12, 2026 at an effective share price of $151.99, for a value of $408,853. These PSUs were the third and final tranche from a Feb 3, 2023 grant.
Key Details
- Transaction date and price: 2026-02-12 at $151.99 per share.
- Shares withheld (disposition): 2,690 shares; value ~$408,853.
- Reported ownership after transaction (aggregate): 53,329 shares of common stock, plus 9,805 unvested RSUs and 6,232 PSUs for which the performance period has been satisfied (per filing).
- Footnotes of note:
- F1: Withheld shares came from performance-based RSUs granted Feb 3, 2023; 5,269 shares issued on Feb 12, 2026 and 2,690 withheld for taxes (final tranche issued).
- F3/F4: Other PSU awards tied to TSR and multi-year EBITDA will be determined and reported at future vesting dates (2027–2029); certain deal incentive awards vest later and may have holding periods.
- Filing: Form 4 filed on 2026-02-17 for a 2026-02-12 transaction (filed 5 days after the transaction), which is later than the typical two-business-day reporting window for officers.
Context
- This was a tax-withholding (F code) transaction tied to vested PSUs — a routine, non-open-market withholding rather than an outright sale. Such withholding is common when equity awards vest and does not necessarily indicate trading sentiment.
Insider Transaction Report
Form 4
Martin Lynn C
President, NYSE Group
Transactions
- Tax Payment
Common Stock
[F1][F2][F3][F4]2026-02-12$151.99/sh−2,690$408,853→ 69,366 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 15,805 shares, 5,269 were issued on February 12, 2026, of which 2,690 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 53,329 shares of common stock and 9,805 unvested restricted stock units ("RSUs"), and 6,232 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