SEC Form 4 · accession 0001209191-15-072093

Intercontinental Exchange, Inc. · ICE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Jeffrey C Sprecher

Officer — Chief Executive Officer · Director

Period of report

Sep 22, 2015

Accepted (ET)

Sep 24, 2015 · 4:05 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001571949

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Sep 22, 2015	M	7,000	$80.17	A	292,563	D
Common Stock^F1,F2,F3	Sep 22, 2015	S	7,000	$226.6722	D	285,563	D
Common Stock^F1,F4	Sep 22, 2015	S	30,000	$226.6343	D	803,341	I	CPEX
Common Stock^F1,F5,F6	Sep 22, 2015	S	1,000	$226.8311	D	22,238	I	By spouse

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy) Holding^F7	$80.17	Sep 22, 2015	M	7,000	D	—	Dec 16, 2018	Common Stock	7,000	13,432	D

Explanation of responses

F1The sales reported in this Form 4 were effected pursuant to a previously announced, pre-arranged trading plan established in accordance with Rule 10b5-1 of the Securities Act of 1934, as amended.
F2The common stock number referred in Table I is an aggregate number and represents 261,906 shares of common stock and 23,657 unvested performance based restricted stock units, for which the performance period has been satisfied. These performance based restricted stock units vest over a three year period, in which 33.33% of the performance based restricted stock units vest each year. The satisfaction of the performance target for the 2015 performance based restricted stock units and the one-time NYSE merger-related performance based restricted stock units, and the corresponding number of shares of common stock to be issued pursuant to these awards, will not be determined until February 2016 and February 2017, respectively, and will be reported at those times.
F3As previously reported, the reporting person also indirectly owns 803,341 shares that are beneficially owned directly by CPEX. The reporting person beneficially owns 100% of the equity interest in CPEX. Additionally, as previously reported, the reporting person indirectly owns shares that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership.
F4These shares are beneficially owned directly by Continental Power Exchange, Inc. ("CPEX"). Mr. Sprecher beneficially owns 100% of the equity interest in CPEX directly. Additionally, as previously reported, the reporting person also owns shares directly and indirectly owns shares that are beneficially owned directly by the reporting person's spouse for which the reporting person disclaims beneficial ownership.
F5As previously reported, the reporting person also indirectly owns 803,341 shares that are beneficially owned directly by CPEX. The reporting person beneficially owns 100% of the equity interest in CPEX. Additionally, as previously reported, the reporting person also beneficially owns shares directly.
F6The common stock number referred in Table I is an aggregate number and represents 19,607 shares of common stock and 2,631 unvested performance based restricted stock units, for which the performance period has been satisfied. These performance based restricted stock units vest over a three year period, in which 33.33% of the performance based restricted stock units vest each year. The satisfaction of the performance target for the 2015 performance based restricted stock units and the one-time NYSE merger-related performance based restricted stock units, and the corresponding number of shares of common stock to be issued pursuant to these awards, will not be determined until February 2016 and February 2017, respectively, and will be reported at those times.
F7These options are fully vested.