Surdykowski Andrew J 4
4 · Intercontinental Exchange, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
ICE General Counsel Andrew Surdykowski Surrenders 645 Shares for Taxes
What Happened Andrew J. Surdykowski, General Counsel of Intercontinental Exchange, reported that 645 shares were withheld (disposed) to satisfy tax withholding related to the issuance of performance‑based restricted stock units (PSUs). The shares were valued at $152.28 each, for a total of $98,221, and the transaction was reported on Form 4 covering the Feb 17, 2026 issuance.
Key Details
- Transaction date and filing: shares withheld on 2026-02-17; Form 4 filed 2026-02-19 (timely).
- Transaction type/code: F — tax withholding (not an open-market sale).
- Quantity/price/value: 645 shares withheld at $152.28 per share; total value $98,221.
- Holdings after transaction (per filing): beneficially owns 43,513 shares of common stock, plus 5,734 unvested RSUs and 1,440 PSUs for which the performance period has been satisfied.
- Relevant footnotes:
- The withheld shares came from PSUs granted Feb 12, 2024; 1,438 shares were issued on Feb 17, 2026, of which 645 were withheld for taxes (F1).
- An additional 1,440 PSU shares are scheduled to be issued Feb 12, 2027; other PSU/RSU vesting and payout outcomes will be reported when determined (F1–F4).
Context This was a routine tax‑withholding disposition tied to PSU vesting (a common practice when awards vest). Transaction code F indicates shares were surrendered to the company to cover withholding obligations rather than sold on the open market, so it should not be interpreted as a directional trade signal.
Insider Transaction Report
Form 4
Surdykowski Andrew J
General Counsel
Transactions
- Tax Payment
Common Stock
[F1][F2][F3][F4]2026-02-17$152.28/sh−645$98,221→ 50,687 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 4,315 shares, 1,438 were issued on February 17, 2026, of which 645 shares were withheld to satisfy payment of the Issuer's tax withholding obligation. The remaining 1,440 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 43,513 shares of common stock and 5,734 unvested restricted stock units ("RSUs"), and 1,440 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