Jackson Benjamin 4
4 · Intercontinental Exchange, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
ICE President Jackson Benjamin — 2,155 Shares Withheld for Taxes
What Happened
- Jackson Benjamin, President of Intercontinental Exchange (ICE), had 2,155 shares withheld to satisfy tax withholding on vested performance-based restricted stock units (PSUs). The withholding was recorded on Feb 17, 2026 at $152.28 per share, totaling approximately $328,163.
- This was a non-cash withholding of vested PSU shares (transaction code F), not an open-market sale.
Key Details
- Transaction date and price: Feb 17, 2026 — 2,155 shares @ $152.28 (≈ $328,163).
- Filing date / timeliness: Form 4 filed Feb 19, 2026 for the Feb 17 transaction (appears timely).
- Shares owned after transaction: 147,170 shares of common stock beneficially owned, plus 17,204 unvested RSUs and 4,795 PSUs for which the performance period has been satisfied (per filer disclosure).
- Relevant footnotes: The withheld shares came from a Feb 12, 2024 PSU grant (14,383 total). 4,794 shares were issued on Feb 17, 2026 and 2,155 were withheld for taxes; the remaining ~4,795 from that grant are scheduled to be issued Feb 12, 2027 (taxes on future issuances will be reported when issued). Additional PSU/RSU awards have later determination/vesting dates (see footnotes).
Context
- Tax withholding (F) is a routine, non-market transaction to satisfy tax obligations on vested awards — it does not necessarily indicate insider buying or selling intent.
- The transaction reflects vesting of performance-based equity rather than an exercised option sold into the market; future vesting outcomes for other performance awards will be reported when determined.
Insider Transaction Report
Form 4
Jackson Benjamin
President
Transactions
- Tax Payment
Common Stock
[F1][F2][F3][F4]2026-02-17$152.28/sh−2,155$328,163→ 169,169 total
Footnotes (4)
- [F1]Represents shares of performance based restricted stock units granted to the filing person on February 12, 2024. The vesting of the shares of performance based restricted stock units was conditioned upon the achievement of certain 2024 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 15, 2025, 1/3 on February 15, 2026 and 1/3 on February 15, 2027). Of the 14,383 shares, 4,794 were issued on February 17, 2026, of which 2,155 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 4,795 shares are scheduled to be issued on February 12, 2027 and taxes for this future issuance will be withheld and reported at the time the shares are issued.
- [F2]The common stock number referred in Table I is an aggregate number and represents 147,170 shares of common stock and 17,204 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|2026-02-19