Intercontinental Exchange (ICE) 10-K risk factor changes: FY2024 vs FY2023

See the factors set forth under the heading* “*Forward Looking Statements” at the beginning of Part 1 of this Annual Report and in Item 1(A) under the heading “Risk Factors.” For discussion related to the results of operations and changes in financial condition for [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] refer to Part II, Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations in our [removed: 2022] [added: 2023] Annual Report on Form 10-K, which was filed with the U.S. Securities and Exchange Commission on February [removed: 2, 2023.*][added: 8, 2024.*]

[removed: These] [added: Our] products, which span major asset classes including futures, equities, fixed income and U.S. residential mortgages, provide our customers with access to mission critical tools that are designed to increase asset class transparency and workflow efficiency.

- Exchanges: We operate regulated marketplace technology for the listing, trading and clearing of a broad array of derivatives contracts and financial securities as well as data and connectivity services related to [removed: those venues.][added: our exchanges and clearing houses.]

As we elected the fair value option for the Promissory Note, we [removed: are] [added: were] required to mark the asset to fair value each reporting period.

For subsequent measurement as of December 31, 2023, we wrote down the value of the Promissory Note, resulting in a fair value loss of $160 [removed: million.][added: million, which was included in other income/(expense), net, in 2023.]

Our results of operations are affected by global economic conditions, including macroeconomic conditions and geopolitical events [removed: or] [added: and] conflicts.

Since 2022, macroeconomic conditions, including [removed: rising] [added: changes in] interest rates, inflation and significant market volatility, along with geopolitical concerns, [removed: including the conflicts in Ukraine, Israel and Gaza,] have created ongoing uncertainty and volatility in the global economy and resulted in a dynamic operating environment.

For instance, due to market [removed: volatility] and [removed: rising] interest [removed: rates,] [added: rate volatility,] we have seen increased trading across a number of our products, such as interest rate and equity futures, credit default swaps and bonds.

[removed: Conversely, increases in mortgage interest rates in 2022 and 2023] [added: lesser extent, 2024,] have resulted in reduced consumer and investor demand for mortgages and adversely impacted the transaction-based revenues in our Mortgage Technology segment.

If mortgage rates remain high or further increase, or if [removed: banks change their] mortgage lending [removed: practices,] [added: practices change,] our Mortgage Technology segment revenues may be further impacted.

From an operational perspective, our businesses, including our exchanges, clearing houses, listings venues, data services businesses and mortgage platforms, have not suffered a material negative impact as a result of [removed: these] [added: the] events in [removed: Ukraine, Israel, Gaza] [added: Ukraine] and [added: the Middle East and] surrounding regions.

We expect the macroeconomic environment to remain dynamic in the near-term, and we continue to monitor macroeconomic conditions, including interest rates, [removed: the inflationary environment,] [added: inflation rates,] geopolitical events and military conflicts, including repercussions from the conflicts in [removed: Ukraine, Israel] [added: Ukraine] and [removed: Gaza] [added: the Middle East,] and the impact that any of the foregoing may have on the global economy and on our business.

[removed: In light of the current and expected macroeconomic environment we will] [added: We also] continue to closely monitor credit worthiness of our counterparties, clearing members and our financial service providers and take risk management measures in line with established risk management frameworks.

The EU member states and many other countries, including the U.K., [added: our most significant non-U.S. jurisdiction,] have committed to implement or have already [added: enacted legislation adopting the Pillar Two rules.]

[removed: ][added: ]

(1) Operating income/(loss) from our Mortgage Technology segment was [removed: ($276 million)] [added: $(170) million, $(276) million] and $57 million in [added: 2024,] 2023 and 2022, respectively.

These adjusted numbers are not calculated in accordance with [removed: U.S.] GAAP.

| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | [removed: | | |] Year Ended December 31, | | | | | | | | | | | | | | | [removed: | | |]

| | | | [removed: 2023 | | |] [added: 2024] | | | [removed: 2022] | | | [added: 2023] | | | | | | Change | | | | | | [removed: 2022 | | |] [added: 2023] | | | [removed: 2021] | | | [added: 2022] | | | | | | Change | | |

| Revenues, less transaction-based expenses | | | $ | [removed: 7,988] [added: 9,279] | | | | | $ | [removed: 7,292 | | |] [added: 7,988] | | | | | [removed: 10] [added: 16] | | % | | | | $ | [removed: 7,292] [added: 7,988] | | | | | $ | [removed: 7,146 | | |] [added: 7,292] | | | | | [removed: 2] [added: 10] | | % |

| Recurring revenues(1) | | | $ | [removed: 4,138] [added: 4,829] | | | | | $ | [removed: 3,721 | | |] [added: 4,138] | | | | | [removed: 11] [added: 17] | | % | | | | $ | [removed: 3,721] [added: 4,138] | | | | | $ | [removed: 3,509 | | |] [added: 3,721] | | | | | [removed: 6] [added: 11] | | % |

| Transaction revenues, net(1) | | | $ | [removed: 3,850] [added: 4,450] | | | | | $ | [removed: 3,571 | | |] [added: 3,850] | | | | | [removed: 8] [added: 16] | | % | | | | $ | [removed: 3,571] [added: 3,850] | | | | | $ | [removed: 3,637 | | |] [added: 3,571] | | | | | [removed: (2)] [added: 8] | | % |

| Operating expenses | | | $ | [removed: 4,294] [added: 4,970] | | | | | $ | [removed: 3,654 | | |] [added: 4,294] | | | | | [removed: 18] [added: 16] | | % | | | | $ | [removed: 3,654] [added: 4,294] | | | | | $ | [removed: 3,697 | | |] [added: 3,654] | | | | | [removed: (1)] [added: 18] | | % |

| Adjusted operating expenses(2) | | | $ | [removed: 3,260] [added: 3,810] | | | | | $ | [removed: 2,953 | | |] [added: 3,260] | | | | | [removed: 10] [added: 17] | | % | | | | $ | [removed: 2,953] [added: 3,260] | | | | | $ | [removed: 2,977 | | |] [added: 2,953] | | | | | [removed: (1)] [added: 10] | | % |

| Operating income | | | $ | [removed: 3,694] [added: 4,309] | | | | | $ | [removed: 3,638 | | |] [added: 3,694] | | | | | [removed: 2] [added: 17] | | % | | | | $ | [removed: 3,638] [added: 3,694] | | | | | $ | [removed: 3,449 | | |] [added: 3,638] | | | | | [removed: 5] [added: 2] | | % |

| Adjusted operating income(2) | | | $ | [removed: 4,728] [added: 5,469] | | | | | $ | [removed: 4,339 | | |] [added: 4,728] | | | | | [removed: 9] [added: 16] | | % | | | | $ | [removed: 4,339] [added: 4,728] | | | | | $ | [removed: 4,169 | | |] [added: 4,339] | | | | | [removed: 4] [added: 9] | | % |

| Operating margin | | | 46 | | % | | | | [removed: 50] [added: 46] | | % | | | | [removed: | | | (4 pts)] [added: —] | | | | | | [removed: 50] [added: 46] | | % | | | | [removed: 48] [added: 50] | | % | | | | [removed: | | | 2 pts] [added: (4 pts)] | | |

| Adjusted operating [removed: margin(2)] [added: margin(1)] | | | [removed: 59] [added: 75] | | % | | | | [removed: 59] [added: 73] | | % | | | | [removed: | | | —] [added: 2] pts | | | | | | [removed: 59] [added: 73] | | % | | | | [removed: 58] [added: 72] | | % | | | | [removed: | | |] 1 pt | | |

| Other income/(expense), net | | | $ | [removed: (800)] [added: (681)] | | | | | $ | [removed: (1,830) | | |] [added: (800)] | | | | | [removed: (56)] [added: (15)] | | % | | | | $ | [removed: (1,830)] [added: (800)] | | | | | $ | [removed: 2,249 | | |] [added: (1,830)] | | | | | [removed: n/a] [added: (56)] | | [added: %] |

| Income tax expense | | | $ | [removed: 456] [added: 826] | | | | | $ | [removed: 310 | | |] [added: 456] | | | | | [removed: 47] [added: 81] | | % | | | | $ | [removed: 310] [added: 456] | | | | | $ | [removed: 1,629 | | |] [added: 310] | | | | | [removed: (81)] [added: 47] | | % |

| Effective tax rate | | | [removed: 16] [added: 23] | | % | | | | [removed: 17] [added: 16] | | % | | | | [removed: | | | (1 pt)] [added: 7 pts] | | | | | | [removed: 17] [added: 16] | | % | | | | [removed: 29] [added: 17] | | % | | | | [removed: | | | (12 pts)] [added: (1 pt)] | | |

| Net income attributable to ICE | | | $ | [removed: 2,368] [added: 2,754] | | | | | $ | [removed: 1,446 | | |] [added: 2,368] | | | | | [removed: 64] [added: 16] | | % | | | | $ | [removed: 1,446] [added: 2,368] | | | | | $ | [removed: 4,058 | | |] [added: 1,446] | | | | | [removed: (64)] [added: 64] | | % |

| Adjusted net income attributable to ICE(2) | | | $ | [removed: 3,177] [added: 3,497] | | | | | $ | [removed: 2,974 | | |] [added: 3,177] | | | | | [removed: 7] [added: 10] | | % | | | | $ | [removed: 2,974] [added: 3,177] | | | | | $ | [removed: 2,863 | | |] [added: 2,974] | | | | | [removed: 4] [added: 7] | | % |

| Diluted earnings per share attributable to ICE common stockholders | | | $ | [removed: 4.19] [added: 4.78] | | | | | $ | [removed: 2.58 | | |] [added: 4.19] | | | | | [removed: 62] [added: 14] | | % | | | | $ | [removed: 2.58] [added: 4.19] | | | | | $ | [removed: 7.18 | | |] [added: 2.58] | | | | | [removed: (64)] [added: 62] | | % |

| Adjusted diluted earnings per share attributable to ICE common stockholders(2) | | | $ | [removed: 5.62] [added: 6.07] | | | | | $ | [removed: 5.30 | | |] [added: 5.62] | | | | | [removed: 6] [added: 8] | | % | | | | $ | [removed: 5.30] [added: 5.62] | | | | | $ | [removed: 5.06 | | |] [added: 5.30] | | | | | [removed: 5] [added: 6] | | % |

| Cash flows from operating activities | | | $ | [removed: 3,542] [added: 4,609] | | | | | $ | [removed: 3,554 | | |] [added: 3,542] | | | | | [removed: —] [added: 30] | | % | | | | $ | [removed: 3,554] [added: 3,542] | | | | | $ | [removed: 3,123 | | |] [added: 3,554] | | | | | [removed: 14] [added: —] | | % |

| Free cash flow(3) | | | $ | [removed: 3,053] [added: 3,857] | | | | | $ | [removed: 3,072 | | |] [added: 3,053] | | | | | [removed: (1)] [added: 26] | | % | | | | $ | [removed: 3,072] [added: 3,053] | | | | | $ | [removed: 2,671 | | |] [added: 3,072] | | | | | [removed: 15] [added: (1)] | | % |

| Adjusted free cash flow(3) | | | $ | [removed: 3,197] [added: 3,620] | | | | | $ | [removed: 2,906 | | |] [added: 3,197] | | | | | [removed: 10] [added: 13] | | % | | | | $ | [removed: 2,906] [added: 3,197] | | | | | $ | [removed: 2,821 | | |] [added: 2,906] | | | | | [removed: 3] [added: 10] | | % |

These adjusted [removed: figures] [added: numbers] are not calculated in accordance with U.S. Generally Accepted Accounting Principles, or [added: U.S.] GAAP.

Conversely, increases in mortgage interest rates in 2023 and to a

In addition, higher interest rates have resulted, and may continue to result, in higher interest rates for our debt instruments as we refinance our existing indebtedness.

- Operating expenses increased $676 million in 2024 from 2023.

- The 23% effective tax rate in 2024 was above the statutory federal income tax rate primarily due to state and local income taxes, including the impacts of recording valuation allowances on certain state deferred tax assets, partially offset by favorable state apportionment changes and statutes of limitations expirations.

- emerging technology initiatives and offerings in our markets, including the use of artificial intelligence and machine learning;

- greater use of emerging technologies, including artificial intelligence and machine learning;

–Oil futures and options volume increased 21% in 2024 from 2023, in part, due to geopolitical risk in the Middle East and uncertainty regarding oil supply and demand dynamics.

–Global natural gas futures and options volume increased 30% in 2024 from 2023.

The volume increase in our North American gas products was driven by increased volatility related to shifting weather and fundamentals.

In addition, growth in our TTF and Asian JKM gas complexes was driven by the continued globalization of the commodity, coupled with price volatility related to geopolitical risks and supply and demand dynamics.

–Environmentals and other futures and options volume increased 38% in 2024 from 2023, due to record environmental volumes driven by price volatility related to geopolitical risk in the Middle East, continued demand for market-based mechanisms to price climate risk and help enable greenhouse gas reduction goals, and higher power volumes driven by increased volatility as compared to the prior year.

The overall decrease in agricultural volumes was due to reduced market volatility impacting our Sugar markets following an El Niño year, as well as a global supply shortage impacting our Cocoa markets, with Cocoa prices reaching an all-time high in 2024.

Other financial futures and options volume decreased due to overall lower equity market volatility than in the prior year.

- Cash Equities and Equity Options: Cash equities volume increased 9% in 2024 from 2023 due to increased participation in U.S. equity markets.

Our OTC and other revenues were flat in 2024 compared to 2023.

Listings revenues decreased 2% in 2024 from 2023, due to the continued roll-off of initial listing fees from the strong initial public offerings, or IPO, market in 2021 and special purpose acquisition company, or SPAC, delistings.

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These Section 31 fees are

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Our fixed income execution revenues decreased 6% in 2024 from 2023 as higher revenues from record corporate and municipal bond trading were more than offset by lower levels of U.S. treasury activity.

- CDS Clearing: CDS clearing revenues decreased 5% in 2024 from 2023.

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| | | | 2024 | | | | | | 2023 | | | | | | Change | | | | | | 2023 | | | | | | 2022 | | | | | | Change | | |

| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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- Closing solutions: Our closing solutions revenues increased 13% in 2024 from 2023 primarily driven by increased market share and continued adoption of digital solutions.

- Servicing software: Our servicing software revenues increased $560 million in 2024 from 2023 due to a full year of servicing software revenue contributed by Black Knight following completion of our acquisition in September 2023.

Another

Revenues from servicing solutions are largely subscription-based and recurring in nature based on number of loans serviced.

Revenues from default servicing solutions are largely transaction-based and are based on number of foreclosures.

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| | | | 2024 | | | | | | 2023 | | | | | | Change* | | | | | | 2023 | | | | | | 2022 | | | | | | Change | | |

Acquisition of Black Knight, Inc.

On September 5, 2023, we acquired Black Knight, Inc., or Black Knight, a software, data and analytics company that serves the housing finance continuum, including real estate data, mortgage lending and servicing, as well as the secondary markets.

Pursuant to the Agreement and Plan of Merger, dated as of May 4, 2022, among ICE, Sand Merger Sub Corporation, a wholly owned subsidiary of ICE, or Sub, and Black Knight, which we refer to as the “merger

agreement,” Sub merged with and into Black Knight, which we refer to as the “merger,” with Black Knight surviving as a wholly owned subsidiary of ICE.

The aggregate transaction consideration was approximately $11.8 billion, or $76 per share of Black Knight common stock, with cash comprising 90% of the value of the aggregate transaction consideration and shares of our common stock comprising 10% of the value of the aggregate transaction consideration.

The aggregate cash component of the transaction consideration was $10.5 billion, and the number of our shares issued was based on the market price of our common stock and the average of the volume weighted averages of the trading prices of our common stock on each of the ten consecutive trading days ending three trading days prior to the closing of the merger.

We expect that this transaction will build on our position as a provider of end-to-end electronic workflow solutions for the rapidly evolving U.S. residential mortgage industry.

We believe the Black Knight ecosystem adds value for clients of all sizes across the mortgage and real estate lifecycles by helping organizations lower costs, increase efficiencies, grow their businesses, and reduce risk.

On September 14, 2023, or the Divestiture Date, in connection with the merger agreement, we sold Black Knight’s Optimal Blue and Empower loan origination system, or LOS, businesses, or the Divestitures, to subsidiaries of Constellation Software, Inc. The cash proceeds from the Divestitures were $241 million.

The structure of the Optimal Blue transaction also included a Promissory Note with a face value of $500 million issued by the purchaser to Black Knight, as a subsidiary of ICE, at the closing of the transaction.

As described in Note 3 to our consolidated financial statements included in this Annual Report, the Promissory Note was valued at $235 million on the Divestiture Date.

Pursuant to the Agreement Containing Consent Orders entered into between the FTC and ICE and Black Knight, the Promissory Note was required to be sold within six months of the Divestiture Date.

On February 7, 2024, the FTC approved the buyer of the Promissory Note and the proceeds of the Promissory Note sale will be paid to Black Knight in the near future.

Throughout 2023, we have closely monitored the credit worthiness of our counterparties and investment agents during the recent banking sector events, scrutinized counterparties directly impacted and monitored for any potential contagion.

We did not suffer any material negative impact from the banking sector events that occurred in early 2023.

Tax Policy Changes

In 2023, the OECD issued administrative guidance providing transitional safe harbor rules concerning the implementation of the Pillar Two framework, which will apply to fiscal years ending on or before December 31, 2026.

enacted legislation adopting the Pillar Two rules.

We are monitoring developments and evaluating the impacts of these new rules on our tax rate, including our ability to qualify for the safe harbor rules as implemented by each jurisdiction, however, we do not expect a material impact to our effective tax rate given our current tax profile.

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- Operating expenses decreased $43 million in 2022 from 2021.

Bradstreet investment of $3 million, net of dividends received, that we acquired through the acquisition of Black Knight.

- The 29% effective tax rate in 2021 is significantly above the U.S corporate income tax rate primarily due to the deferred income tax expense resulting from the U.K. tax law changes enacted in 2021.

In 2021, the U.K. enacted a corporate income tax rate increase from 19% to 25% effective April 1, 2023.

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–Total oil futures and options volume increased 19% in 2023 from 2022 driven, in part, by price volatility related to oil supply/demand dynamics and geopolitical risk, coupled with increased focus on Brent with Midland WTI now deliverable into the Brent Basket, providing additional physical liquidity and exposure.

–Our global natural gas futures and options volume increased 16% in 2023 from 2022 primarily due to strength in our Dutch TTF complex as natural gas continues to globalize, coupled with price volatility related to geopolitical events in late 2023.

–Our environmentals and other futures and options volume were flat in 2023 from 2022.

The overall increase in agricultural volumes was primarily due to 2023 benefiting from elevated price volatility as a result of weather-related supply and demand dynamics, such as El Nino, driving an increased need to manage risk across our commodity markets.

Other financial futures and options volume decreased as 2022 benefited from elevated volatility across global equity markets driven by geopolitical events, central bank activity and inflationary concerns.

- Cash Equities and Equity Options: Cash equities volume decreased 7% in 2023 from 2022 due to lower total market volumes as 2022 benefited from elevated volatility related to inflationary, recessionary and geopolitical concerns.

Our OTC and other revenues decreased 7% in 2023 from 2022 primarily due to a decrease in interest income on clearing margin deposits.

Listings revenues decreased 4% in 2023 from 2022, driven by market volatility causing delays in initial public offerings, or IPOs.

Listings revenues in our securities markets arise from fees applicable to companies listed on our cash equities exchanges– original listing fees and annual listing fees.

Original listing fees consist of two components: initial listing fees and fees related to corporate actions.

Initial listing fees, subject to a minimum and maximum amount, are based on the number of shares that a company initially lists.

Revenue related to the investor relations performance obligation is recognized ratably over the period these services are provided, with the remaining revenue recognized ratably over time as customers continue to list on our exchanges.

In addition, we earn corporate actions-related listing fees in connection with actions involving the issuance of new shares, such as stock splits, rights issues and sales of additional securities, as well as mergers and acquisitions.

- Global economic, political and financial market events or conditions [added: have at times in the past negatively impacted and] may [added: in the future] negatively impact our business.

- [removed: A decline in] [added: If] the value of securities held as margin or guaranty fund contributions by our clearing houses [added: declines] or [removed: default by] a sovereign government issuer [removed: could pose additional risks] [added: defaults, clearing members may be at risk] of [removed: default by] [added: defaulting, which could adversely impact our] clearing [removed: members.][added: houses.]

- Owning and operating cash equity and options exchanges exposes us to [removed: additional] risks, including the regulatory responsibilities to which these businesses are subject.

- Our business is subject to the impact of interest rate [removed: levels,] [added: and] inflation [added: levels] and [added: volatility and] financial markets volatility, which are caused by conditions that are beyond our control.

- Systems failures in the derivatives and securities trading industry and mortgage technology industry have in the [removed: past,] [added: past negatively impacted us] and could in the [removed: future,] [added: future] negatively impact us.

- We may be at greater risk from [removed: terrorism, including cyberterrorism,] [added: terrorism] than other companies.

- Climate change [removed: and the transition to renewable energy pose] [added: poses] operational, commercial, [added: reputational,] regulatory and financial risks.

- We [added: have in the past been, and] may [removed: be] [added: in the future be,] required to recognize impairments of our goodwill, other intangible assets or investments.

- [removed: We may not realize the expected benefits of our] [added: Our] majority investment in Bakkt Holdings, Inc., or Bakkt, [removed: and the investment] may introduce additional risks to our business due to its evolving business model.

- Pandemics [removed: or] [added: and] other public health [removed: emergencies, including the emergence of new COVID-19 variants resulting in another pandemic,] [added: emergencies] could adversely affect our business, results of operations and financial condition.

- We may fail to realize the anticipated cost savings, growth opportunities and synergies and other benefits anticipated from our [removed: recent acquisition of Black Knight and are subject to continuing obligations contained in the Agreement Containing Consent Orders, or the Consent Order, entered into between the Federal Trade Commission,] [added: past] or [removed: the FTC, ICE] [added: future acquisitions] and [removed: Black Knight,] [added: strategic investments,] which could adversely affect our business and the value of our common stock.

[removed: - We] [added: We] may fail to [removed: complete or] realize the anticipated cost savings, growth opportunities and synergies and other benefits anticipated from [removed: any] [added: our past or] future acquisitions [removed: or anticipated growth opportunities or expected benefits of our] [added: and] strategic investments, which could adversely affect [added: our business and] the value of our common [removed: stock.][added: stock.]

- Regulatory developments or court rulings may have an adverse impact on our ability to derive revenue from market [added: and mortgage] data and [added: technology and] connectivity fees.

- [removed: The uncertainty surrounding the U.K.] [added: Ongoing impacts] and [removed: EU regulatory frameworks] [added: uncertainty] following the U.K.'s exit from the EU, commonly referred to as Brexit, could adversely impact our business, results of operations and financial condition.

- We are subject to significant litigation and liability [removed: risks.][added: risks, including enforcement actions by our regulators.]

[removed: Competition;] [added: Competition and] Reputational Harm

Global economic, political and financial market events or conditions [added: have at times in the past negatively impacted and] may [added: in the future] negatively impact our business.

Adverse macroeconomic conditions, including recessions, inflation, supply chain issues, labor shortages, government shutdowns, currency fluctuations, interest rate changes, increased mortgage foreclosure volume, decreased mortgage origination or servicing volume, [removed: decreased mortgage servicing volume,] geopolitical events or conflicts, [removed: election results,] [added: political uncertainty and discord,] international trade [removed: disputes,] [added: disputes and sanction laws,] including the imposition of tariffs or other protectionist measures, actual or anticipated large-scale defaults or failures or slowdown of global trade [added: and travel] have in the past negatively impacted consumer and corporate confidence and resulted in reductions in consumer, government and corporate spending, and could have such effects in the future, and in turn impact our business.

If our customers reduce spending, workforce, mortgage [removed: origination or] [added: origination,] mortgage servicing [removed: activity, trading] activity or [added: trading activity, or if there is reduced] demand for financial [added: and property] data as a result of [removed: challenges in the prevailing economic markets,] [added: adverse macroeconomic conditions,] our revenues could decline.

During [removed: 2023,] [added: 2024,] macroeconomic conditions, including [removed: rising] interest [removed: rates,] [added: rate,] inflation and market volatility, [added: the presidential election in the United States and general elections in many jurisdictions in the U.S. and abroad,] along with geopolitical concerns, including the conflicts in [removed: Ukraine, Israel] [added: Ukraine] and [removed: Gaza,] [added: the Middle East,] created economic and political uncertainty and volatility in global markets, [added: which] resulted in a dynamic operating environment and impacted our operations and [removed: results, and these impacts may continue in 2024.][added: results.]

[removed: In 2022 and continuing into 2023,] [added: Beginning in 2022,] the Russia-Ukraine conflict [removed: was] [added: has been] a catalyst for an energy crisis in Europe.

Government interventions related to the energy crisis resulting from the Russia-Ukraine conflict, such as the Market Correction Mechanism (price cap), or interventions that may be proposed in the future related to the Russia-Ukraine conflict or the conflict in [removed: Israel] [added: the Middle East have had] and [removed: Gaza] could [removed: also] [added: in the future] have a negative impact on our business.

In addition, U.S. trade and diplomatic tensions, including [added: trade disputes and tariffs as well as] U.S. government policies toward China and Chinese government policies toward the U.S., are likely to impact our existing business and future opportunities.

For example, the Holding Foreign Companies Accountable Act, or HFCAA, [removed: enacted in December 2020,] requires the SEC to suspend trading in the U.S. of any company whose accounting firm the Public Company Accounting Oversight Board, or PCAOB, is unable to inspect or investigate for three consecutive years.

In November 2023, [added: following inspections of audit firms for] the [added: Chinese and Hong Kong issuers the SEC had previously identified as using non-inspected audit firms, the] PCAOB announced settlements related to these inspections, which could lead to fewer Chinese companies listing in the U.S. Moreover, there remains the risk that [removed: in] the [removed: future the] SEC may suspend trading of NYSE-listed companies under [removed: this Act,] [added: the HFCAA,] which would require us to suspend trading for those companies to comply with U.S. government policies, which could impact our business.

The market [added: and mortgage] data subscriptions and trading volumes in our markets could decline substantially if our market participants reduce their level of spending or trading activity for any reason, including:

- cost-cutting pressures across the industry or [added: a] decrease in demand for our subscription-based products and services that lead to a reduction in price;

- the impact of climate change and the [added: impact of, and uncertainty related to, the] transition to renewable energy and away from fossil [removed: fuels;][added: fuels, including regulatory or legislative changes;]

A reduction in trading volumes could also result in a corresponding decrease in [removed: the] demand for our market data, which would further reduce our overall revenue.

[removed: Continued stagnation or declines in the IPO market,] [added: Reduced demand for IPOs as compared to historical levels,] or issuers choosing to list on venues other than the NYSE, have had and could continue to have an adverse effect on our revenues.

For example, beginning in early 2022, in line with the Federal Reserve raising rates numerous times as part of its anti-inflation [removed: strategy] [added: strategy,] mortgage lending volume decreased [removed: substantially and although this trend began to revert halfway through 2023, it could return in the future, meaning we could see a further decline in mortgage origination volumes.][added: substantially.]

Additional factors that could now or in the future adversely impact mortgage lending volumes include reduced consumer and investor demand for mortgages, more stringent underwriting guidelines, decreased liquidity in the secondary mortgage market, high levels of unemployment, [removed: high levels of consumer debt, lower consumer confidence, changes in tax and other regulatory policies, the number of existing mortgages eligible for refinancing, and other macroeconomic factors.]

[removed: In addition to the use of Sovereign Central Bank access when applicable, the] ICE [removed: Clearing Houses] [added: clearing houses] may [added: also] use third-party investment [removed: advisors] [added: agents] for investment of cash assets, subject to the guidelines provided by each clearing house, and may add or change the investment [removed: managers] [added: agents] from time to time.

[removed: To the extent available,] [added: For example,] ICE Clear Credit holds the U.S. dollar cash and U.S. Treasuries that clearing members transfer to satisfy their original margin and guaranty fund requirements at its account at the Federal Reserve.

Although our clearing houses have policies and procedures to [removed: help ensure that] [added: manage the risks to which they are exposed, including collecting margin and guaranty fund contributions from] clearing [removed: members can satisfy their obligations,] [added: members,] such policies and procedures may not succeed in preventing losses after a member's or counterparty’s default.

[removed: In addition, although we believe that we have carefully analyzed the process] [added: The processes] for [added: calculating and] setting margins and [removed: our] financial [removed: safeguards, it] [added: safeguards] is [removed: a] complex [removed: process] and there is no guarantee that our [added: risk models that are utilized to calculate margin and our financial safeguard] procedures will adequately protect us [removed: from the risks related to clearing these products.][added: in all circumstances.]

We have contributed our own [removed: capital] [added: capital, or ‘Skin in the Game’,] to the front of the guaranty fund of [added: each of] the clearing houses that could be used in the event of a default.

We also have default insurance that resides after and in addition to the ICE Clear Credit, ICE Clear Europe, and ICE Clear U.S. ‘Skin [removed: In The] [added: in the] Game’ contributions [added: to the default waterfalls of each of the clearing houses] and before the guaranty fund contributions of the non-defaulting clearing members.

Notwithstanding these actions, the default of [removed: any] one [added: or more] of the clearing members could subject our business to substantial losses [removed: and] [added: and/or] cause our customers to lose confidence in [removed: the guaranty of] our clearing [removed: houses.][added: houses and, as a result, in our exchange traded business in general.]

[removed: A decline in] [added: If] the value of securities held as margin or guaranty fund contributions by our clearing houses [added: declines] or [removed: default by] a sovereign government issuer [removed: could pose additional risks] [added: defaults, clearing members may be at risk] of [removed: default by] [added: defaulting, which could adversely impact our] clearing [removed: members.][added: houses.]

- Our role in the global financial system positions us at a greater risk for cyberattacks, cyberterrorism and other cybersecurity risks.

- We face reputational, regulatory and financial risks related to our ability to respond to diverse stakeholder expectations and requirements on sustainability-related topics, including in connection with a transition to clean and renewable energy.

- Our emerging technology initiatives under development and the use of artificial intelligence in certain of our existing products may be unsuccessful and may give rise to various risks, which could adversely affect our business, reputation or operating results.

We expect these impacts may continue in 2025.

Although inflation generally decreased in 2024 and central banks began modest reductions in interest rates, there remains uncertainty regarding, and volatility in, the inflation rate.

Higher inflation levels could return, however, due to, among other things, potential tax cuts or tariffs, which could reduce the appetite for continued interest rate cuts and even necessitate interest rate increases in 2025, which could have a negative impact on our business.

Changes in monetary policies resulting from contrasting election results in many of the countries in which we operate, such as the U.S., U.K. and EU, could impact our business.

Other political developments, including changes in China-Taiwan relations, trade disputes and tariffs on countries such as Canada or Mexico, may also impact our business and future opportunities.

Although this trend has stalled or partially reversed at times in 2023 and 2024, it could continue in the future, meaning we could see a further decline in mortgage origination volumes.

high levels of consumer debt, lower consumer confidence, changes in tax and other regulatory policies, the number of existing mortgages eligible for refinancing, and other macroeconomic factors.

Although inflation generally moderated in 2024, inflation rates have remained volatile and uncertainty remains regarding whether inflation will increase again in the future.

could be jeopardized.

Our role in the global financial system positions us at a greater risk for cyberattacks, cyberterrorism and other cybersecurity risks.

The cybersecurity threat landscape remains a macro concern for most organizations, and particularly those associated with the U.S. financial infrastructure.

We may be more likely than other companies to be a target of cyberattacks and other cybersecurity risks due to our role in the global financial ecosystem and the high-profile nature of many of our businesses that deliver critical services to a broad range of financial market participants.

For a discussion of our cyber risks, see “—Item 1- "Business—Cybersecurity".

Our systems and those of our third-party service providers are vulnerable to cyberattacks, hacking and other cybersecurity risks, which could result in wrongful manipulation, disclosure, destruction, or use of our information or that of a third party, or which could make our customers unable or reluctant to use our electronic platforms or other products and services.”

Any of these events could adversely affect our business, financial condition and operating results.

In addition, the Digital Operational Resilience Act, or DORA, that went into effect on January 17, 2025, establishes an information and communication technology, or ICT, risk management framework for the EU financial sector and imposes risk management, reporting and information oversight for EU financial entities and their ICT third-party service providers.

Some of our businesses are impacted by the compliance burdens and costs of DORA as EU financial entities or ICT third-party service providers to EU financial entities.

As of December 31, 2024, we custody a total of $84.3 billion of clearing members' margin and guaranty funds across all of our clearing houses.

To the extent available, ICE clearing houses use Sovereign Central Banks to

custody assets.

In addition, from time to time, we may redesign the methodology of the risk models that are utilized to calculate margin.

Redesigning and implementing a new risk model is a complex process, involving quantitative analysis, regulatory approval and implementation risk.

We cannot guarantee that the measures and safeguards we have undertaken to design, implement and operate risk models, calculate and collect margin, and protect our clearing houses in the case of a clearing member default, will be sufficient.

Accordingly, it is possible that we would be materially and adversely affected in the event of one or more significant defaults.

Adverse economic conditions and legal and regulatory changes

Any denial or delay in approving changes, or a failure to file changes that regulators view as required, could significantly harm our reputation, prompt regulatory scrutiny, result in the payment of fines or penalties and adversely affect our business, financial condition and operating results.

initiatives outside of and within our businesses.

We face reputational, regulatory and financial risks related to our ability to respond to diverse stakeholder expectations and requirements on sustainability-related topics, including in connection with a transition to clean and renewable energy.

A variety of sustainability-related topics, including the transition to clean and renewable energy, involve rapidly changing and diverging expectations from our stakeholders, including consumers and institutional investors.

In addition, the uncertainty related to the transition to clean and renewable energy and away from fossil fuels, including regulatory or legislative changes by the U.S. government with regard to energy policy and related subsidies, incentives or penalties, may negatively impact trading on our markets and have an adverse effect on the activities of our customers or third-party vendors, which could negatively impact our revenues.

Furthermore, lawmakers in many jurisdictions have proposed or adopted laws, regulations or policies on sustainability-related topics, including climate change and diversity, equity and inclusion, that diverge from, or potentially conflict with, laws in other jurisdictions in which we operate.

In May 2024, the EU adopted the Corporate Sustainability Due Diligence Directive, which will become effective in 2027 and introduce comprehensive due diligence requirements regarding adverse impacts on human rights and the environment in a company’s and its business partners’ operations as well as the requirement to put into effect a climate transition plan.

Bakkt has continued to disclose that it is monitoring its ability to continue as a going concern in its 2024 SEC filings to date.

The carrying value of our equity method investment in Bakkt has been reduced to zero as of December 31, 2024.

On August 12, 2024, we entered into a revolving credit agreement with Bakkt pursuant to which we have agreed to provide Bakkt with a $40 million secured revolving line of credit that matures on December 31, 2026.

Although there were no amounts outstanding under the revolving credit agreement as of December 21, 2024, if Bakkt borrows on the line of credit and is unable to repay the borrowed amount, we will likely not recover the outstanding amounts.

From an operational perspective, the

- As a result of the consummation of the merger with Black Knight, we are subject to risks relating to the business conducted by Black Knight.

Though, in December 2022, the PCAOB announced that it was able to inspect audit firms for the Chinese and Hong Kong issuers the SEC had previously identified as using non-inspected audit firms, thus resetting the three-year period in the HFCAA.

Further, in August 2023, President Biden issued an Executive Order aimed at prohibiting or requiring notification of certain investments by U.S. persons in Chinese companies involved in semiconductors and microelectronics quantum information technologies and artificial intelligence which could impact some of our businesses.

The U.S. Department of Treasury has issued an advanced notice of proposed rulemaking to gather public feedback on implementing the Executive Order.

For example, clearing members in ICE Clear Europe have provided margin and guaranty funds with an aggregate cash balance of $42.5 billion as of December 31, 2023 and a total of $80.8 billion for all of our clearing houses as of December 31, 2023.

With respect to other clearing member cash posted,

ICE Clear Credit currently self-manages and uses external investment managers to invest such cash margin and guaranty fund deposits.

We have an obligation to return margin payments and guaranty fund contributions to clearing members to the extent that the relevant member’s risk based on its open contracts to the clearing house is reduced.

If a number of clearing members substantially reduce their open interest or default, the concentration of risks within our clearing houses will be spread among a smaller pool of clearing members, which would make it more difficult to absorb and manage risk in the event of a further clearing member’s default.

We cannot assure you these measures and safeguards will be sufficient to protect us from a default or that we will not be materially and adversely affected in the event of a significant default.

discourage or prohibit market participants from listing on our exchanges or cause them to forgo new offerings.

Therefore, increases or decreases in the value of the U.S.

Climate change may increase the frequency or severity of extreme weather events, and if we are not adequately resilient to deal with acute climate events, our operations, either in a particular location or globally, may be impacted.

We are also subject to risks relating to new or heightened climate change-related

We are also subject to reputational risks relating to the perception of whether or not we are facilitating a migration away from fossil fuels.

For example, our reputation could be damaged as a result of our offering certain products or services associated with causing or exacerbating climate change, or by any decision by us to continue to conduct or change our activities in response to considerations relating to climate change.

In 2022, Bakkt reported an impairment of goodwill and intangible assets and we recorded an impairment of our equity investment in Bakkt.

Bakkt has subsequently disclosed its conclusions regarding its substantial doubt of its ability to continue as a going concern.

Subsequent impairments on our equity investment in Bakkt may become necessary.

systems, technical performance, financial resources and internal financial control and reporting functions.

In addition, in 2022 and continuing into 2023, the spread of COVID-19 variants, along with other factors, such as restrictions and limitations on business activities, labor shortages at ports and for long-haul transportation, volatility in fuel costs and raw material shortages, have resulted in disruptions to global supply chains, which have impacted the availability of critical hardware and extended lead times for certain components and systems we require for our operations.

Pandemics and public health emergencies could also have an adverse impact on our customers’ businesses, risk management needs and ability to trade, and, to the extent they do so may adversely affect our business, financial condition or results of operations.

We may fail to realize the anticipated cost savings, growth opportunities and synergies and other benefits anticipated from our recent acquisition of Black Knight and are subject to continuing obligations contained in the the Consent Order entered into between the FTC, ICE and Black Knight, which could adversely affect our business and the value of our common stock.

We recently completed the acquisition of Black Knight and the success of the merger will depend on, among other things, our ability to successfully integrate the business of Black Knight into the ICE Mortgage Technology business in a manner that facilitates growth opportunities, realizes anticipated synergies, and achieves the projected cost savings, revenue growth and profitability targets of the combined businesses without adversely affecting current revenues and investments in future growth.

There is a significant degree of difficulty and management distraction inherent in the process of integrating an acquisition, which may involve delays or additional and unforeseen expenses.

The integration and other disruptions from the merger may also disrupt our ongoing businesses.

In connection with the merger and the integration of Black Knight’s business, we have incurred and expect to continue to incur significant costs.

These incremental transaction-related costs may exceed the savings and efficiencies we expect to achieve from the integration of the businesses.

In addition, ICE continues to provide services and infrastructure to divested business units under the scrutiny of a monitor appointed by the FTC, which could impact our operations and cause us to incur significant expenses.

As a result of the consummation of the merger with Black Knight, we are subject to risks relating to the business conducted by Black Knight.

As a result of the consummation of the merger with Black Knight, we are subject to a variety of risks relating to the business conducted by Black Knight, many of which we, and more specifically, ICE Mortgage Technology, already face in our business, as described in various risk factors included in this Annual Report.

Some of the specific risks facing Black Knight include risks relating to the mortgage lending industry, including general conditions in the industry; changes in inflation rates and interest rates; changes in current or new regulations and legislation and potential structural changes in the mortgage lending industry; technology risks, including cyber security and data privacy risks relating to Black Knight’s services; risks relating to intellectual property held or used by Black Knight; the ability of Black Knight to adequately compete with products or other companies, including through attracting new customers and retaining or selling additional service offerings to existing customers; risks relating to Black Knight’s use of international third-party service providers and Black Knight’s international operations; risks relating to Black Knight’s indebtedness; and risks relating to current and future legal proceedings or disputes involving Black Knight.

In connection with any such legal proceeding or other dispute, we could incur significant expenses.

We may fail to complete or realize the anticipated cost savings, growth opportunities and synergies and other benefits anticipated from any future acquisitions or anticipated growth opportunities or expected benefits of our strategic investments, which could adversely affect the value of our common stock.

In addition, as the EU and U.K. amend legislation and regulation post-Brexit, there is a risk of increased divergence between the EU and U.K. regulatory regimes.

Funding of the implementation and operation of the CAT is ultimately expected to be provided by both the SROs and broker-dealers.

In addition, in October, the SEC proposed a new rule that would, among other things, prohibit securities exchanges from offering volume-based transaction pricing in connection with the execution of agency orders in exchange-listed securities.

If adopted, this prohibition would negatively impact our securities exchanges’ ability to compete with off-exchange trading venues.

possible.

This could result in new or additional regulations applicable to our ESG data products and services which could result in additional operating costs.

We do not believe that the resolution of these legal matters, including the matters described in this Annual Report, will have a material adverse effect on our consolidated financial [added: condition, results of operations, or liquidity.]

condition, results of operations, or liquidity.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

The aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold as of the last business day of the registrant’s most recently completed second fiscal quarter was [removed: $62.8] [added: $78.0] billion.

As of February [removed: 5, 2024,] [added: 3, 2025,] the number of shares of the registrant’s Common Stock outstanding was [removed: 572,616,425] [added: 574,564,858] shares.

Certain information contained in the registrant’s Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders is incorporated herein by reference in Part III of this Annual Report on Form 10-K.

| 1(A). | | | [Risk [removed: Factors](#ic484dd70a7224f659599c632a770c966_37)] [added: Factors](#i559c7eeb463743abbdcdb91cd003e490_37)] | | | [removed: [20](#ic484dd70a7224f659599c632a770c966_37)] [added: [18](#i559c7eeb463743abbdcdb91cd003e490_37)] | | |

| 1(B). | | | [Unresolved Staff [removed: Comments](#ic484dd70a7224f659599c632a770c966_40)] [added: Comments](#i559c7eeb463743abbdcdb91cd003e490_40)] | | | [removed: [41](#ic484dd70a7224f659599c632a770c966_40)] [added: [39](#i559c7eeb463743abbdcdb91cd003e490_40)] | | |

| 3. | | | [Legal [removed: Proceedings](#ic484dd70a7224f659599c632a770c966_46)] [added: Proceedings](#i559c7eeb463743abbdcdb91cd003e490_49)] | | | [removed: [42](#ic484dd70a7224f659599c632a770c966_46)] [added: [42](#i559c7eeb463743abbdcdb91cd003e490_49)] | | |

| 4. | | | [Mine Safety [removed: Disclosure](#ic484dd70a7224f659599c632a770c966_49)] [added: Disclosure](#i559c7eeb463743abbdcdb91cd003e490_52)] | | | [removed: [43](#ic484dd70a7224f659599c632a770c966_49)] [added: [42](#i559c7eeb463743abbdcdb91cd003e490_52)] | | |

| 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ic484dd70a7224f659599c632a770c966_55)] [added: Securities](#i559c7eeb463743abbdcdb91cd003e490_58)] | | | [removed: [44](#ic484dd70a7224f659599c632a770c966_55)] [added: [43](#i559c7eeb463743abbdcdb91cd003e490_58)] | | |

| 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ic484dd70a7224f659599c632a770c966_61)] [added: Operations](#i559c7eeb463743abbdcdb91cd003e490_64)] | | | [removed: [45](#ic484dd70a7224f659599c632a770c966_61)] [added: [44](#i559c7eeb463743abbdcdb91cd003e490_64)] | | |

| 7(A). | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ic484dd70a7224f659599c632a770c966_118)] [added: Risk](#i559c7eeb463743abbdcdb91cd003e490_121)] | | | [removed: [80](#ic484dd70a7224f659599c632a770c966_118)] [added: [78](#i559c7eeb463743abbdcdb91cd003e490_121)] | | |

| 8. | | | [Financial Statements and Supplementary [removed: Data](#ic484dd70a7224f659599c632a770c966_124)] [added: Data](#i559c7eeb463743abbdcdb91cd003e490_127)] | | | [removed: [85](#ic484dd70a7224f659599c632a770c966_124)] [added: [82](#i559c7eeb463743abbdcdb91cd003e490_127)] | | |

| 9. | | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#ic484dd70a7224f659599c632a770c966_235)] [added: Disclosure](#i559c7eeb463743abbdcdb91cd003e490_241)] | | | [removed: [148](#ic484dd70a7224f659599c632a770c966_235)] [added: [145](#i559c7eeb463743abbdcdb91cd003e490_241)] | | |

| 9(C). | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ic484dd70a7224f659599c632a770c966_244)] [added: Inspections](#i559c7eeb463743abbdcdb91cd003e490_253)] | | | [removed: [149](#ic484dd70a7224f659599c632a770c966_244)] [added: [146](#i559c7eeb463743abbdcdb91cd003e490_253)] | | |

| 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#ic484dd70a7224f659599c632a770c966_250)] [added: Governance](#i559c7eeb463743abbdcdb91cd003e490_259)] | | | [removed: [149](#ic484dd70a7224f659599c632a770c966_250)] [added: [146](#i559c7eeb463743abbdcdb91cd003e490_259)] | | |

| 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ic484dd70a7224f659599c632a770c966_256)] [added: Matters](#i559c7eeb463743abbdcdb91cd003e490_265)] | | | [removed: [152](#ic484dd70a7224f659599c632a770c966_256)] [added: [149](#i559c7eeb463743abbdcdb91cd003e490_265)] | | |

| 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ic484dd70a7224f659599c632a770c966_259)] [added: Independence](#i559c7eeb463743abbdcdb91cd003e490_268)] | | | [removed: [152](#ic484dd70a7224f659599c632a770c966_259)] [added: [149](#i559c7eeb463743abbdcdb91cd003e490_268)] | | |

| 14. | | | [Principal Accountant Fees and [removed: Services](#ic484dd70a7224f659599c632a770c966_262)] [added: Services](#i559c7eeb463743abbdcdb91cd003e490_271)] | | | [removed: [152](#ic484dd70a7224f659599c632a770c966_262)] [added: [149](#i559c7eeb463743abbdcdb91cd003e490_271)] | | |

| 15. | | | [Exhibits and Financial Statement [removed: Schedules](#ic484dd70a7224f659599c632a770c966_268)] [added: Schedules](#i559c7eeb463743abbdcdb91cd003e490_277)] | | | [removed: [152](#ic484dd70a7224f659599c632a770c966_268)] [added: [149](#i559c7eeb463743abbdcdb91cd003e490_277)] | | |

In this Annual Report on Form 10-K, or [added: this] Annual Report, and unless otherwise indicated, the terms “Intercontinental Exchange,” “ICE,” “we,” “us,” “our,” “our [removed: company,”] [added: company”] and “our business” refer to Intercontinental Exchange, Inc., together with its consolidated subsidiaries.

[removed: Due to rounding, figures] [added: Figures] in tables may not [added: recalculate or] sum [removed: exactly.][added: exactly due to rounding.]

This Annual Report, including the sections entitled “Business,” [removed: “Legal Proceedings,”] “Risk [removed: Factors”] [added: Factors,” “Legal Proceedings”] and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.

- conditions in global financial markets and domestic and international economic and social conditions, including inflation, risk of recession, political uncertainty and discord, geopolitical events or conflicts (including the conflicts in [removed: Ukraine, Israel] [added: Ukraine] and [removed: Gaza),] [added: the Middle East),] international trade policies and sanctions laws;

- global political conditions including the presidential election [added: results] in the United States, or U.S., and general [removed: elections] [added: election results] in many jurisdictions in the U.S. and United Kingdom, or U.K.;

- the [added: global] impact of the introduction [removed: of] [added: of,] or any changes [removed: in] [added: to] laws, regulations, rules or government policies with respect [removed: to] [added: to, among other things,] financial [removed: markets,] [added: markets and] climate change, [added: as well as] increased regulatory scrutiny or enforcement [removed: actions and our ability to comply with these requirements;][added: actions;]

- the impact of climate change and the [added: impact of, and uncertainty related to, the] transition to renewable [removed: energy;][added: energy, including regulatory and legislative changes;]

- the resilience of our electronic platforms and soundness of our business continuity and disaster recovery [removed: plans;][added: plans, including in the event of cyberattacks and cyberterrorism;]

- our ability to realize the expected benefits of our acquisitions and our investments, including our acquisition of Black Knight, Inc., or Black [removed: Knight, and our ability to remain in compliance with the Federal Trade Commission consent order to resolve antitrust concerns regarding our acquisition of Black] Knight;

- the [added: impacts of computer and communications systems failures and delays, inclusive of the] performance and reliability of our trading, [removed: clearing] [added: clearing, data services] and mortgage technologies and those of third-party service providers;

- our ability to keep pace with technological developments and client [removed: preferences;][added: preferences, including with regard to our emerging technology initiatives and the use of artificial intelligence in certain of our existing products;]

- the impacts of a public health emergency or [removed: pandemic, including a re-emergence of the COVID-19 pandemic,] [added: pandemic] on our business, results of operations and financial condition as well as the broader business environment;

- Exchanges: We operate regulated marketplace technology for the listing, trading and clearing of a broad array of derivatives contracts and financial securities as well as data and connectivity services related to [removed: those venues.][added: our exchanges and clearing houses.]

[removed: ![2303] [added: ![2024] ICE Investor Deck Info [removed: Graphic-v6-1 (004).jpg](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice-20231231_g1.jpg)][added: Graphic.jpg](https://www.sec.gov/Archives/edgar/data/1571949/000157194925000003/ice-20241231_g1.jpg)]

[removed: ][added: ]

We operate multiple trading venues, including 13 regulated exchanges and [removed: six] [added: 6] clearing houses, which are strategically positioned in major market centers around the world, including the U.S., U.K., European Union, or EU, Canada, Asia Pacific and the Middle East.

Our Exchanges segment generated revenues, less transaction-based expenses of [removed: $4.4] [added: $5.0] billion and accounted for [removed: 56%] [added: 53%] of our consolidated revenues, less transaction-based expenses in [removed: 2023.][added: 2024.]

Our flagship Brent crude oil contract serves as the cornerstone of a global oil network that today includes over [removed: 700] [added: 800] related crude and refined oil products including locational and refined spreads.

In addition, as natural gas and Liquefied Natural Gas, or LNG, continue to globalize, we offer one of the broadest footprints of regional and global natural gas benchmarks, which [removed: span] [added: spans] North America, Europe and Asia.

[removed: Increasingly, market] participants are turning to our global environmental markets to help navigate and manage risk related to climate change, the energy transition and the move to net zero emissions.

- [removed: Agricultural] [added: Agricultural] & Metals Futures and Options: We offer futures and options on the leading global soft commodity markets including coffee, cocoa, cotton and sugar.

For the Fiscal Year Ended December 31, 2024

| 1. | | | [Business](#i559c7eeb463743abbdcdb91cd003e490_19) | | | [4](#i559c7eeb463743abbdcdb91cd003e490_19) | | |

| 1(C). | | | [Cybersecurity](#i559c7eeb463743abbdcdb91cd003e490_43) | | | [40](#i559c7eeb463743abbdcdb91cd003e490_43) | | |

| 2. | | | [Properties](#i559c7eeb463743abbdcdb91cd003e490_46) | | | [41](#i559c7eeb463743abbdcdb91cd003e490_46) | | |

| 6. | | | \[[Reserved](#i559c7eeb463743abbdcdb91cd003e490_61)\] | | | [44](#i559c7eeb463743abbdcdb91cd003e490_61) | | |

| 9(A). | | | [Controls and Procedures](#i559c7eeb463743abbdcdb91cd003e490_244) | | | [145](#i559c7eeb463743abbdcdb91cd003e490_244) | | |

| 9(B). | | | [Other Information](#i559c7eeb463743abbdcdb91cd003e490_247) | | | [145](#i559c7eeb463743abbdcdb91cd003e490_247) | | |

| 11. | | | [Executive Compensation](#i559c7eeb463743abbdcdb91cd003e490_262) | | | [148](#i559c7eeb463743abbdcdb91cd003e490_262) | | |

| 16. | | | [Form 10-K Summary](#i559c7eeb463743abbdcdb91cd003e490_280) | | | [150](#i559c7eeb463743abbdcdb91cd003e490_280) | | |

| [INDEX TO EXHIBITS](#i559c7eeb463743abbdcdb91cd003e490_283) | | | | | | [150](#i559c7eeb463743abbdcdb91cd003e490_283) | | |

| [SIGNATURES](#i559c7eeb463743abbdcdb91cd003e490_286) | | | | | | [157](#i559c7eeb463743abbdcdb91cd003e490_286) | | |

Percentage changes are calculated based on unrounded numbers.

Increasingly, market

Separately, ICE NGX has also set aside $30 million of its own capital that could be used for liquidity purposes in the event that a direct participant of the ICE NGX clearing house, or Contracting Party, defaults.

Revenues related to our servicing software products are largely recurring in nature.

Revenues from default servicing solutions are largely transaction-based and are based on the number of foreclosures.

custom and proprietary analytics, valuation, and MLS solutions.

Our business is susceptible to cyberattacks due to our reliance on technology and software used by us and third parties, as well as due to our use and retention of confidential data.

For further discussion of our cybersecurity activities and strategies, see Part I, Item 1(C), "Cybersecurity".

In the U.S., we had a total of 7,747 employees.

To achieve our business objectives, we aim to offer pay commensurate with performance, a diverse

In our

The Basel III Endgame received significant industry feedback, and in September 2024, Michael Barr, Vice Chairman for Supervision of the Federal Reserve, indicated that he intends to recommend that both the Basel III Endgame and G-SIB surcharge be re-proposed.

Under the new administration, it is possible that the Basel III Endgame and G-SIB surcharge could be revised beyond the changes suggested by Michael Barr.

- EMIR 3.0. Under the European Market Infrastructure Regulation, or EMIR, known as EMIR 3.0, EU counterparties will need to establish accounts and clear a minimum number of trades (referred to as the active account requirement) in euro-denominated short-term interest rate products with an EU-based clearing house which will affect ICE Euribor and €STR contracts.

In December 2024, the EU Regulation on ESG Ratings Providers was published in the Official Journal of the EU.

The regulation introduces a regulatory regime for ESG rating providers operating in the EU and will take effect in July 2026.

Certain ICE Data Service offerings will likely be in scope and will be required to become authorized and supervised by ESMA.

The U.K. government has also published draft legislation proposing to regulate ESG data providers.

If adopted, certain ICE Data Service offerings could be subject to increased regulation and oversight by the FCA.

- Equity Market Structure Rules. In September 2024, the SEC adopted new rules regarding equity market structure which changed the minimum pricing increments, or tick sizes, for the quoting of certain stocks to allow these stocks to be priced with tighter spreads and reduced current fee caps exchanges can charge market participants for access to protected quotations.

These rules have been challenged in court and the SEC has stayed implementation of these rules pending judicial review.

The SEC also adopted rules requiring all exchange fees charged and rebates paid for execution of an order to be determinable at the time of execution and accelerating the date by which market participants must make information available for smaller-sized orders, which will take effect in November 2025.

These rules, including those currently stayed, could affect market and competitive dynamics for venues that facilitate trading of equity securities.

- EU Deforestation Regulation. In December 2024, the EU postponed the effective date of the EU Deforestation Regulation, or EUDR, from December 30, 2024 to December 30, 2025 for large companies and to June 30, 2026 for small entities.

market, or exported from it.

- EU DORA Regulation. The Digital Operational Resilience Act, or DORA, is an EU regulation that establishes an information and communication technology, or ICT, risk management framework for the EU financial sector.

DORA establishes technical standards that EU financial entities must implement by January 2025 and imposes requirements relating to risk management, reporting, and information and communications technology service provider oversight.

ICE Endex and ICE Clear Netherlands are EU financial entities and, thus, directly subject to DORA requirements.

In addition, EU financial entities using ICT services provided by ICE may be required to impose certain obligations on ICE entities.

| 1. | | | [Business](#ic484dd70a7224f659599c632a770c966_19) | | | [4](#ic484dd70a7224f659599c632a770c966_19) | | |

| 1(C). | | | [Cybersecurity](#ic484dd70a7224f659599c632a770c966_2153) | | | [41](#ic484dd70a7224f659599c632a770c966_2153) | | |

| 2. | | | [Properties](#ic484dd70a7224f659599c632a770c966_43) | | | [42](#ic484dd70a7224f659599c632a770c966_43) | | |

| 6. | | | \[[Reserved](#ic484dd70a7224f659599c632a770c966_58)\] | | | [45](#ic484dd70a7224f659599c632a770c966_58) | | |

| 9(A). | | | [Controls and Procedures](#ic484dd70a7224f659599c632a770c966_238) | | | [148](#ic484dd70a7224f659599c632a770c966_238) | | |

| 9(B). | | | [Other Information](#ic484dd70a7224f659599c632a770c966_241) | | | [148](#ic484dd70a7224f659599c632a770c966_241) | | |

| 11. | | | [Executive Compensation](#ic484dd70a7224f659599c632a770c966_253) | | | [151](#ic484dd70a7224f659599c632a770c966_253) | | |

| 16. | | | [Form 10-K Summary](#ic484dd70a7224f659599c632a770c966_271) | | | [153](#ic484dd70a7224f659599c632a770c966_271) | | |

| [INDEX TO EXHIBITS](#ic484dd70a7224f659599c632a770c966_274) | | | | | | [153](#ic484dd70a7224f659599c632a770c966_274) | | |

| [SIGNATURES](#ic484dd70a7224f659599c632a770c966_277) | | | | | | [160](#ic484dd70a7224f659599c632a770c966_277) | | |

Our Exchanges business can experience moderate seasonal fluctuations, although such seasonal impacts have been somewhat muted in periods of high volume trading.

Our benchmark contracts offer one of the most globally relevant

Additionally, in 2023, NYSE reported 32 listing transfers from competing exchanges, the second-highest total since 2002, bringing $120 billion in new market capitalization to the exchange and also listed two of the year's three largest IPOs.

In 2022, we announced our decision to cease our CDS clearing service at ICE Clear Europe, our clearing house in the U.K. All cleared CDS positions at ICE Clear Europe were successfully closed, with the majority re-established at ICE Clear Credit in October 2023.

Moving forward, our sole CDS clearing offering is our ICE Clear Credit clearing house in the U.S. All CDS products have been delisted at ICE Clear Europe and the final regulatory steps for de-registration have been completed as of December 31, 2023.

Our reference data offering complements our evaluated pricing by providing our clients a broad range of

Our business activities rely extensively on technology and software, including the systems used by our business partners, regulators and customers.

In addition, our activities involve the use and retention of confidential data and information.

These activities make us susceptible to cyberattacks.

We employ the following activities, processes and strategies to help evaluate, manage and address these risks.

- Strategy: We maintain a Cybersecurity Strategy, or CSS, which emphasizes consideration of the nature of our business, ongoing intelligence collection regarding cybersecurity threats, and initiatives to specifically address prominent areas of cybersecurity risk.

The CSS outlines the key priorities for our cybersecurity program and the methods by which our Information Security department seeks to accomplish those goals.

- Governance and Leadership: Our Board of Directors is responsible for overseeing ICE’s risk management process, which includes management of general risks as well as specific risks, such as those relating to cybersecurity, facing our business.

The Risk Committee of our Board of Directors has been delegated the primary responsibility for overseeing management’s identification and mitigation of cybersecurity risk.

The Risk Committee is composed of board members with diverse expertise including cybersecurity, risk management, technology, business operations, regulatory and finance.

The Risk Committee receives presentations on at least a quarterly basis from the CISO and senior members of the Enterprise Risk Management, or ERM, team, and the Chair of the Risk Committee provides reports to the full Board of Directors following such presentations.

Our Information Security department is led by our CISO, who, in addition to quarterly presentations to the Risk Committee of our Board of Directors, also provides comprehensive reports to a dedicated internal governance committee at least quarterly outlining threat assessment, control performance, and ongoing enhancements.

Our current CISO has served in the role since September 2021 and leads the cybersecurity program across our regulated futures and options exchanges, CCPs, trade repositories, equities venues, systemically important financial market utilities (SIFMUs) and our data services network and mortgage technology platforms.

Prior to joining ICE, our CISO served as CISO of the White House Military Office and as CISO for two technology companies, and has more than 20 years of experience in cybersecurity, national security, and intelligence.

Additionally, cybersecurity matters are reported to and discussed with a cross-subsidiary leadership committee and subsidiary boards.

The Cyber Threat Intelligence team monitors multiple cybersecurity intelligence feeds and curates the applicable data.

In the event we identify a cybersecurity threat applicable to us, we have a process to evaluate, escalate to Senior Management and respond to the threat faced.

In addition, our CISO and other senior security leaders conduct periodic cybersecurity education sessions with our employees and directors.

These sessions cover general cybersecurity topics as well as specific details regarding our cybersecurity program.

- Risk Management: Cybersecurity risk management is integrated into our broader ERM framework.

Our cybersecurity leadership team, in concert with our ERM team, assess threats and risks at least annually through the Enterprise

Technology Risk Assessment process, which includes threat objective inherent risk score determination, identification of key and supporting controls, and resulting residual threat objective risk scores.

Additionally, thematic threats such as sabotage, fraud, and theft of assets or customer data are used to frame our risk management activities.

Asset theft often involves organized crime or financially motivated nations staging sophisticated, well-planned campaigns to steal significant cash, cryptocurrency, or equivalent assets.

Our thematic threats, along with others, are evaluated by our Board of Directors as well as our Risk Committee, Corporate Risk Officer and Chief Information Security Officer, or CISO.

In total, we maintain approximately [removed: 3.5] [added: 3.4] million square feet in offices primarily throughout the U.S., U.K., and India, with smaller offices located throughout the world.

| Location | | | | | | [removed: | | |] Owned/Leased | | | | | | [removed: | | |] Lease Expiration | | | | | | [removed: | | |] Approximate Size | | | [removed: | | | | | |]

| 5660 New Northside Drive Atlanta, Georgia | | | | | | [removed: | | | | | |] Owned | | | | | | [removed: | | |] N/A | | | | | | [removed: | | |] 273,000 sq. ft. | | | [removed: | | |]

| 5680 New Northside Drive Atlanta, Georgia | | | | | | [removed: | | | | | |] Owned | | | | | | [removed: | | |] N/A | | | | | | [removed: | | |] 97,000 sq. ft. | | | [removed: | | |]

| 11 Wall Street New York, New York | | | | | | [removed: | | | | | |] Owned | | | | | | [removed: | | |] N/A | | | | | | [removed: | | |] 370,000 sq. ft. | | | [removed: | | |]

| Basildon, U.K. | | | | | | [removed: | | | | | |] Owned | | | | | | [removed: | | |] N/A | | | | | | [removed: | | |] 539,000 sq. ft. | | | [removed: | | |]

| 601 Riverside Avenue Jacksonville, FL | | | | | | [removed: | | | | | |] Owned | | | | | | [removed: | | |] N/A | | | | | | [removed: | | |] 327,000 sq. ft. | | | [removed: | | |]

| Mahwah, New Jersey | | | | | | [removed: | | | | | |] Leased | | | | | | [removed: | | |] 2029 | | | | | | [removed: | | |] 396,000 sq. ft. | | | [removed: | | |]

| Skyview Tower Hyderabad, India | | | | | | [removed: | | | | | |] Leased | | | | | | [removed: | | | 2024] [added: 2025] - [removed: 2028 | | |] [added: 2029] | | | | | | [removed: 266,000] [added: 442,000] sq. ft. | | | [removed: | | |]

| Sancroft Paternoster Square London, U.K. | | | | | | [removed: | | | | | |] Leased | | | | | | [removed: | | |] 2038 | | | | | | [removed: | | |] 127,000 sq. ft. | | | [removed: | | |]

| [removed: 55 East 52nd Street] [added: 1345 6th Avenue] New York, New York | | | | | | [removed: | | | | | |] Leased | | | | | | [removed: | | | 2028 | | |] [added: 2040] | | | | | | [removed: 94,000] [added: 143,000] sq. ft. | | | [removed: | | |]

In addition to the above, we currently lease an aggregate of nearly [removed: 464,000] [added: 680,000] square feet of [added: data center,] administrative, sales and disaster preparedness facilities in various cities around the word.

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Milton Gate London, U.K. | | | | | | | | | | | | Leased | | | | | | | | | 2024 | | | | | | | | | 72,000 sq. ft. | | | | | |

| Tower VI, Cybercity Pune, India | | | | | | | | | | | | Leased | | | | | | | | | 2026-2029 | | | | | | | | | 71,000 sq. ft. | | | | | |

| 4420 Rosewood Drive Pleasanton, California | | | | | | | | | | | | Leased | | | | | | | | | 2025 | | | | | | | | | 69,000 sq. ft. | | | | | |

| Fitzroy House London, U.K. | | | | | | | | | | | | Leased | | | | | | | | | 2025 | | | | | | | | | 68,000 sq. ft. | | | | | |

| 100 Church Street New York, New York | | | | | | | | | | | | Leased | | | | | | | | | 2024 | | | | | | | | | 65,000 sq. ft. | | | | | |

| 353 North Clark Street Chicago, Illinois | | | | | | | | | | | | Leased | | | | | | | | | 2033 | | | | | | | | | 57,000 sq. ft. | | | | | |

| 32 Crosby Drive Bedford, Massachusetts | | | | | | | | | | | | Leased | | | | | | | | | 2026 | | | | | | | | | 52,000 sq. ft. | | | | | |

| 350 E Cermak Rd Chicago, Illinois | | | | | | | | | | | | Leased | | | | | | | | | 2027 | | | | | | | | | 51,000 sq. ft. | | | | | |

Subsequent to year end, we entered into a lease in New York City with approximately 143,000 square feet of space.

As of February [removed: 6, 2024,] [added: 3, 2025,] there were approximately [removed: 629] [added: 647] holders of record of our common stock.

The following provides information about our common stock that has been or may be issued under our equity compensation plans as of December 31, [removed: 2023:][added: 2024:]

| Equity compensation plans [added: not] approved by security [removed: holders(1)] [added: holders(2)] | | | [removed: 8,603] [added: 5] | | | [removed: (1)] | | | [removed: $] [added: —] | [removed: 83.20] | | [removed: (1)] | | | [removed: 37,803] [added: —] | | |

| Equity compensation plans [removed: not] approved by security [removed: holders(2)] [added: holders(1)] | | | [removed: 4] [added: 6,853] | | | [removed: (2)] | | | [removed: —] [added: $] | [added: 93.90] | | [removed: (2)] | | | [removed: —] [added: 36,202] | | |

Of the [removed: 8.6] [added: 6.9] million securities to be issued upon exercise, [removed: 2.5] [added: 2.2] million are options with a

weighted average exercise price of [removed: $83.20] [added: $93.90] and the remaining [removed: 6.1 million] securities are restricted stock shares that do not have an exercise price.

All of the [removed: 4,000] [added: 5,000] securities to be issued are restricted stock shares that do not have an exercise price.

We did not have any stock repurchases during [removed: 2023.][added: 2024.]

Refer to Note 12 to our consolidated financial statements, included in this Annual Report, for additional details on our stock repurchase plans and our repurchase activity during [removed: 2023.][added: 2024.]

| Total | | | 6,858 | | | | | | $ | 93.90 | | | | | 36,202 | | |

| TOTAL | | | 8,607 | | | | | | $ | 83.20 | | | | | 37,803 | | |

| [Report of Management on Internal Control over Financial [removed: Reporting](#ic484dd70a7224f659599c632a770c966_127)] [added: Reporting](#i559c7eeb463743abbdcdb91cd003e490_130)] | | | [removed: [86](#ic484dd70a7224f659599c632a770c966_127)] [added: [83](#i559c7eeb463743abbdcdb91cd003e490_130)] | | |

| [Report of Independent Registered Public Accounting Firm on Internal Control Over Financial [removed: Reporting](#ic484dd70a7224f659599c632a770c966_133)] [added: Reporting](#i559c7eeb463743abbdcdb91cd003e490_136)] | | | [removed: [87](#ic484dd70a7224f659599c632a770c966_130)] [added: [84](#i559c7eeb463743abbdcdb91cd003e490_133)] | | |

| [Report of Independent Registered Public Accounting Firm on the Financial [removed: Statements](#ic484dd70a7224f659599c632a770c966_133)] [added: Statements](#i559c7eeb463743abbdcdb91cd003e490_136)] (PCAOB ID: 42) | | | [removed: [88](#ic484dd70a7224f659599c632a770c966_133)] [added: [85](#i559c7eeb463743abbdcdb91cd003e490_136)] | | |

[removed: | [Consolidated] [added: Consolidated] Balance [removed: Sheets](#ic484dd70a7224f659599c632a770c966_136) | | | [91](#ic484dd70a7224f659599c632a770c966_136) | | |][added: Sheets (Continued)]

| [Consolidated Statements of [removed: Income](#ic484dd70a7224f659599c632a770c966_139)] [added: Income](#i559c7eeb463743abbdcdb91cd003e490_142)] | | | [removed: [92](#ic484dd70a7224f659599c632a770c966_139)] [added: [88](#i559c7eeb463743abbdcdb91cd003e490_142)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#ic484dd70a7224f659599c632a770c966_142)] [added: Income](#i559c7eeb463743abbdcdb91cd003e490_145)] | | | [removed: [93](#ic484dd70a7224f659599c632a770c966_142)] [added: [89](#i559c7eeb463743abbdcdb91cd003e490_145)] | | |

| [Consolidated Statements of Changes in Equity and Redeemable Non-Controlling [removed: Interest](#ic484dd70a7224f659599c632a770c966_145)] [added: Interest](#i559c7eeb463743abbdcdb91cd003e490_148)] | | | [removed: [94](#ic484dd70a7224f659599c632a770c966_145)] [added: [90](#i559c7eeb463743abbdcdb91cd003e490_148)] | | |

[removed: | [Consolidated] [added: Consolidated] Statements of Cash [removed: Flows](#ic484dd70a7224f659599c632a770c966_148) | | | [95](#ic484dd70a7224f659599c632a770c966_148) | | |][added: Flows (Continued)]

| [Notes to Consolidated Financial [removed: Statements](#ic484dd70a7224f659599c632a770c966_154)] [added: Statements](#i559c7eeb463743abbdcdb91cd003e490_157)] | | | [removed: [96](#ic484dd70a7224f659599c632a770c966_154)] [added: [93](#i559c7eeb463743abbdcdb91cd003e490_157)] | | |

Management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

Based on our assessment, management believes that we maintained effective internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

We have audited Intercontinental Exchange, Inc. and Subsidiaries’ internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal [removed: Control-Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Intercontinental Exchange, Inc. and Subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income, changes in equity and redeemable non-controlling interest, and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes, and our report dated February [removed: 8, 2024] [added: 6, 2025] expressed an unqualified opinion thereon.

We have audited the accompanying consolidated balance sheets of Intercontinental Exchange, Inc. and Subsidiaries (the Company) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income, changes in equity and redeemable non-controlling interest, and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 8, 2024] [added: 6, 2025] expressed an unqualified opinion thereon.

Critical Audit [removed: Matters][added: Matter]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

As of December 31, [removed: 2023,] [added: 2024,] the total amount of unrecognized tax benefits was [removed: $268] [added: $274] million, of which $228 million, if recognized, would impact the Company's effective tax rate.

We involved our tax professionals with specialized [removed: skill] [added: skills] and knowledge to evaluate the recognition of the uncertain tax positions and the measurement of the unrecognized tax benefit based on the relevant tax laws, rulings and guidance issued by taxing authorities, as [added: well as their experience with the taxing authorities.]

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | $ | [added: 844 | | | | | $ |] 899 | | | | | $ | 1,799 | |

| Short-term restricted cash and cash equivalents | | | [added: 1,142 | | | | | |] 531 | | | | | | 6,149 | | |

| [removed: Restricted short-term] [added: Short-term restricted] investments | | | [removed: 680] [added: 594] | | | | | | [removed: —] [added: 680] | | |

| Cash and cash equivalent margin deposits and guaranty funds | | | [added: 82,149 | | | | | |] 78,980 | | | | | | 141,990 | | |

| Invested deposits, delivery contracts receivable and unsettled variation margin | | | [removed: 1,814] [added: 2,163] | | | | | | [removed: 5,382] [added: 1,814] | | |

| Customer accounts receivable, net of allowance for doubtful accounts of $21 [added: at December 31, 2024] and [removed: $22, respectively] [added: 2023] | | | [removed: 1,366] [added: 1,490] | | | | | | [removed: 1,169] [added: 1,366] | | |

| Prepaid expenses and other current assets | | | [removed: 703] [added: 713] | | | | | | [removed: 458] [added: 703] | | |

| Total current assets | | | [removed: 84,973] [added: 89,095] | | | | | | [removed: 156,947] [added: 84,973] | | |

| Property and equipment, net | | | [removed: 1,923] [added: 2,153] | | | | | | [removed: 1,767] [added: 1,923] | | |

| Goodwill | | | [removed: 30,553] [added: 30,595] | | | | | | [removed: 21,111] [added: 30,553] | | |

| Other intangible assets, net | | | [removed: 17,317] [added: 16,306] | | | | | | [removed: 13,090] [added: 17,317] | | |

| Long-term restricted cash and cash equivalents | | | [added: 368 | | | | | |] 340 | | | | | | 405 | | |

| Other non-current assets | | | [removed: 978] [added: 911] | | | | | | [removed: 1,018] [added: 978] | | |

| Total other non-current assets | | | [removed: 49,188] [added: 48,180] | | | | | | [removed: 35,624] [added: 49,188] | | |

| Total assets | | | $ | [removed: 136,084] [added: 139,428] | | | | | $ | [removed: 194,338] [added: 136,084] | |

| Accounts payable and accrued liabilities | | | $ | [removed: 1,003] [added: 1,051] | | | | | $ | [removed: 866] [added: 1,003] | |

| Section 31 fees payable | | | [removed: 79] [added: 316] | | | | | | [removed: 223] [added: 79] | | |

| [Consolidated Balance Sheets](#i559c7eeb463743abbdcdb91cd003e490_139) | | | [87](#i559c7eeb463743abbdcdb91cd003e490_139) | | |

| [Consolidated Statements of Cash Flows](#i559c7eeb463743abbdcdb91cd003e490_151) | | | [91](#i559c7eeb463743abbdcdb91cd003e490_151) | | |

| Non-controlling interests in consolidated subsidiaries | | | 51 | | | | | | 69 | | |

(In millions, except per share amounts)

| Acquisition-related transaction and integration costs | | | 104 | | | | | | 269 | | | | | | 93 | | |

| Balance, as of December 31, 2024 | | | 651 | | | | | | $ | 7 | | | | | (77) | | | | | | $ | (6,385) | | | | | $ | 16,292 | | | | | $ | 18,071 | | | | | $ | (338) | | | | | $ | 51 | | | | | $ | 27,698 | | | | | $ | 22 | |

| Proceeds from sale of Promissory Note | | | 75 | | | | | | — | | | | | | — | | |

| Other investing activities | | | 14 | | | | | | — | | | | | | — | | |

| Other financing activities | | | 21 | | | | | | 16 | | | | | | 36 | | |

Intercontinental Exchange, Inc. and Subsidiaries

(In millions)

Intercontinental Exchange, Inc. and Subsidiaries

When non-controlling interests hold an option to require us to repurchase their interests, these amounts are shown as redeemable non-controlling interests and could be subject to remeasurement.

As of December 31, 2024, we did not have any held-to-maturity debt securities with maturity dates at the time of purchase that exceeded one year.

Our equity investments are included in other non-current assets in the accompanying consolidated balance sheets.

investments as equity earnings included in other income.

A contract asset represents our expectation of receiving consideration in exchange for products or services that we have provided to our customers, but invoicing is contingent on our completion of other performance obligations or contractual milestones.

Substantially all of our contract assets are related to contracts with customers in our Mortgage Technology segment and are assessed for impairment periodically.

The balance of our deferred contract costs as of December 31, 2024 and 2023 was $45 million and $26 million, respectively.

may temporarily become contracted.

Integration costs include costs incurred to achieve acquisition synergies including certain severance and retention costs, stock-based compensation, advisory fees and duplicative costs, among others.

| ASU 2024-03, *Income Statement- Reporting Comprehensive Income- Expense Disaggregation Disclosures (Topic 220): Disaggregation of Income Statement Expenses* requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement, as well disclosures about selling expenses. This standard is effective for our annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027, with early adoption permitted. Prospective application is required and retrospective application is permitted. | | | We do not expect to adopt this ASU early and plan to adopt the ASU for our 2027 annual financial statements. | | | We are currently evaluating the impact of adopting this ASU on our income statement disaggregation disclosures. | | |

operations of Empower and Optimal Blue were immaterial.

| Goodwill | | | 9,441 | | |

| Trademarks and Trade names | | | 159 | | | | | | 19 | | |

The decrease in ownership during 2024 was related to Bakkt's offering of shares of its Class A common stock and warrants to purchase shares of its Class A common stock, which diluted our ownership.

As part of the offering, on February 29, 2024, we entered into a securities purchase agreement to purchase shares of Bakkt's Class A common stock and warrants to purchase additional shares of Bakkt's Class A common stock for a total of $10 million.

As of December 31, 2024, we do not have any value assigned to the equity method investment carrying value for Bakkt primarily due to our continued recording of our share of losses.

On August 12, 2024, we entered into a revolving credit agreement with Bakkt pursuant to which we have agreed to provide Bakkt with a $40 million secured revolving line of credit that matures on December 31, 2026.

The $40 million is available in defined commitment amounts for specified time periods in the future.

No amounts were permitted to be borrowed without our consent prior to December 31, 2024, after which date the amount Bakkt may borrow will increase over time up to a maximum of $40 million on or after September 30, 2025.

As an equity method investee, Bakkt is a related party of ICE.

There were no amounts outstanding under the revolving credit agreement as of December 31, 2024.

Therefore, there

and because such amounts reflect the fees to which we expect to be entitled for providing access to the Encompass platform for that period.

| Year ended December 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | |

| Total revenues(1) | | | $ | 7,441 | | | | | $ | 2,298 | | | | | $ | 2,022 | | | | | $ | 11,761 | |

| Services transferred at a point in time | | | $ | 3,030 | | | | | $ | 427 | | | | | $ | 451 | | | | | $ | 3,908 | |

| Services transferred over time | | | 1,929 | | | | | | 1,871 | | | | | | 1,571 | | | | | | 5,371 | | |

| Total revenues, less transaction-based expenses | | | $ | 4,959 | | | | | $ | 2,298 | | | | | $ | 2,022 | | | | | $ | 9,279 | |

Our assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls over the operations of Black Knight, Inc., or Black Knight, which is included in our 2023 consolidated financial statements and constituted $14.6 billion and $13.2 billion of our total and net assets, respectively, as of December 31, 2023, and $363 million and ($214 million) of revenues, less transaction-based expenses and net income, respectively, for the year then ended.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| February 8, 2024 | | | | | | February 8, 2024 | | |

As indicated in the accompanying Report of Management on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Black Knight, Inc. (Black Knight), which is included in the 2023 consolidated financial statements of the Company and constituted $14.6 billion and $13.2 billion of total and net assets, respectively as of December 31, 2023 and $363 million and ($214 million) of revenues, less transaction-based expenses and net income, respectively, for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Black Knight.

February 8, 2024

Accounting for Business Combinations

*Description of the Matter* As discussed in Note 3 to the consolidated financial statements, during 2023, the Company completed its acquisition of Black Knight, Inc. (Black Knight) for aggregate consideration of $11.8 billion.

This transaction was accounted for as a business combination.

Auditing the Company's accounting for its acquisition of Black Knight was complex due to the significant estimation in the Company’s determination of fair value of identified intangible assets of $4.9 billion, which principally consisted of customer relationships, trademark/tradenames, developed technology, data and databases and in-process research and

development (collectively referred to as the identified intangibles).

The significant estimation was primarily due to sensitivity of the fair value to underlying assumptions about future performance of the acquired business in the Company’s discounted cash flow models used to measure the identified intangibles.

The most significant of these assumptions included the revenue and margin growth rates that form the basis of the forecasted results and the discount rate.

*How We Addressed the*

*Matter in Our Audit* *0000* We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company's controls that address the risk of material misstatement relating to the Company's accounting for the acquisition, including the estimated fair value of identified intangible assets.

For example, we tested controls over management’s review of significant assumptions used in its respective valuation models of the identified intangibles.

To test the estimated fair value of the identified intangibles, we performed audit procedures that included, among others, evaluating the valuation methodology and significant assumptions used by the Company's valuation specialist, and evaluating the completeness and accuracy of the underlying data supporting the estimated fair value.

We involved our valuation specialists to assist with our assessment of the appropriateness of the valuation methodology applied by the Company and significant assumptions included in the fair value estimate, including testing the revenue and margin growth rates that form the basis of the forecasted results and the discount rate.

For example, we compared these significant assumptions to current industry, market and economic trends, assumptions used to value similar assets in other acquisitions, historical results of the acquired business, and the Company’s budgets and forecasts.

In addition, we performed sensitivity analysis over those assumptions.

We also evaluated the adequacy of the Company’s disclosures included in Note 3 in relation to these acquisition matters.

well as their experience with the taxing authorities.

| | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance, as of December 31, 2020 | | | 629 | | | | | | $ | 6 | | | | | (68) | | | | | | $ | (5,200) | | | | | $ | 13,845 | | | | | $ | 11,039 | | | | | $ | (192) | | | | | $ | 36 | | | | | $ | 19,534 | | | | | $ | 93 | |

| Bakkt deconsolidation adjustment | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (3) | | | | | | — | | | | | | — | | | | | | — | | | | | | (3) | | | | | | (107) | | |

| Gain on deconsolidation of Bakkt | | | — | | | | | | — | | | | | | (1,419) | | | | | |

| (Gains)/losses on sale of investments | | | 4 | | | | | | (41) | | | | | | (1,261) | | | | | |

*Consolidated Statement of Cash Flows Presentation*

Our equity investments are subject to valuation under ASU 2016-01, *Financial Instruments- Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,* or ASU 2016-01.

Investments in equity

Interest on Margin Deposits and Fees Charged for Non-cash Margin

the reverse repurchase amount.

The acquisition-related transaction and integration costs incurred during 2021 were primarily due to legal and consulting expenses related to the Bakkt transaction and direct costs related to our integration of Ellie Mae.

Acquisitions and Divestitures

| Company | | | Transaction Date | | | Primary Segment | | | Description | | |

The plan expires on the earlier of (i) December [removed: 31, 2024] [added: 17, 2025] or (ii) upon the completion of the sale of the maximum number of shares under the plan.

The aggregate number of shares to be sold under the plan is [removed: 6,751] [added: 6,654] shares.

The plan expires on the earlier of (i) December [removed: 17, 2024] [added: 31, 2025] or (ii) upon the completion of the sale of the maximum number of shares under the plan.

The aggregate number of shares to be sold under the plan is [removed: 2,500 shares.][added: 3,108 shares]

[removed: Jackson,] [added: Surdykowski,] our [removed: President,] [added: General Counsel,] adopted a trading plan for the sale of shares of ICE common stock, which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.

The plan expires on the earlier of (i) January [removed: 20, 2025] [added: 31, 2026] or (ii) upon the completion of the sale of the maximum number of shares under the plan.

[removed: Martin,] [added: Namkung,] our [removed: President, NYSE Group and Chair, ICE Fixed Income & Data Services,] [added: Chief Accounting Officer,] adopted a trading plan for the sale of shares of ICE common stock, which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.

The aggregate number of shares to be sold under the plan is an undetermined number of shares to be sold resulting from the vesting of performance-based restricted stock units less the amount of shares that will be withheld to satisfy the payment of [removed: Ms. Martin's] [added: Mr. Gardiner's] tax withholding obligations.

The plan expires on the earlier of (i) [removed: January] [added: December] 31, 2025 or (ii) upon the completion of the sale of the maximum number of shares under the plan.

The aggregate number of shares to be sold under the plan is [removed: 3,500] [added: 11,080] shares plus an undetermined number of shares to be sold resulting from the vesting of performance-based restricted stock units less the amount of shares that will be withheld to satisfy the payment of Mr. Surdykowski's tax withholding obligations.

The plan expires on the earlier of (i) [removed: May 31, 2024] [added: February 28, 2026] or (ii) upon the completion of the sale of the maximum number of shares under the plan.

(a) On November 20, 2024, Andrew J.

(b) On November 22, 2024, Douglas A.

(c) On November 29, 2024, A.

(d) On December 4, 2024, Stuart G.

(e) On December 5, 2024, James W.

plus an undetermined number of shares to be sold resulting from the vesting of performance-based restricted stock units less the amount of shares that will be withheld to satisfy the payment of Mr. Namkung's tax withholding obligations.

(f) On December 6, 2024, Judith A.

The plan expires on the earlier of (i) December 31, 2025 or (ii) upon the completion of the sale of the maximum number of shares under the plan.

(a) On November 7, 2023, Judith A.

(b) On December 8, 2023, Douglas A.

(c) On November 28, 2023, A.

(d) On November 10, 2023, Benjamin R.

The aggregate number of shares to be sold under the plan is 27,970 shares.

(e) On November 17, 2023, Lynn C.

(f) On December 5, 2023, Andrew J.

Surdykowski, our General Counsel, adopted a trading plan for the sale of shares of ICE common stock, which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the

Exchange Act.

(g) On November 13, 2023, Stuart G.

Information relating to our Board of Directors set forth under the caption “Proposal 1 — Election of Directors — Nominees for Election as Directors at the [removed: 2024] [added: 2025] Annual Meeting” in our Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Stockholders, or the [removed: 2024] [added: 2025] Proxy Statement, is incorporated herein by reference.

Information relating to our executive officers is, pursuant to General Instruction G(3) of Form 10-K, set forth below under the caption “Executive Officers.” Information regarding compliance by our directors and executive officers and owners of more than ten percent of our Common Stock with the reporting requirements of Section 16(a) of the Exchange Act (Item 405 of Regulation S-K), set forth under the caption “Delinquent Section 16(a) Reports” in the [removed: 2024] [added: 2025] Proxy Statement is incorporated herein by reference.

Information relating to our financial expert serving on our Audit Committee (Item 407(d)(5) of Regulation S-K), our Nominating and Corporate Governance Committee (Item 407(c)(3) of Regulation S-K), and our Audit Committee (Item 407(d)(4) of Regulation S-K) is set forth under the caption “Meetings and Committees of the Board of Directors” in our [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

| Jeffrey C. Sprecher | | | [removed: 68] [added: 69] | | | Chair and Chief Executive Officer | | |

| A. Warren Gardiner | | | [removed: 43] [added: 44] | | | Chief Financial Officer | | |

| Christopher S. Edmonds | | | [removed: 54] [added: 55] | | | President, Fixed Income & Data Services | | |

| Douglas A. Foley | | | [removed: 52] [added: 53] | | | SVP, Human Resources & Administration | | |

| Benjamin R. Jackson | | | [removed: 51] [added: 52] | | | President | | |

| Mayur V. Kapani | | | [removed: 55] [added: 56] | | | Chief Technology Officer | | |

| Elizabeth K. King | | | [removed: 56] [added: 57] | | | Global Head of Clearing & Chief Regulatory Officer | | |

| Lynn C. Martin | | | [removed: 47] [added: 48] | | | President, NYSE Group and Chair, ICE Fixed Income & Data Services | | |

| Andrew J. Surdykowski | | | [removed: 53] [added: 54] | | | General Counsel | | |

| Stuart G. Williams | | | [removed: 47] [added: 48] | | | Chief Operating Officer | | |

Prior to acquiring CPEX, Mr. Sprecher held a number of positions, including President, over a [removed: fourteen-][added: fourteen-year period with Western Power Group, Inc., a developer, owner and operator of large central-station power plants.]

Prior to 2022, Ms. King was General Counsel and Corporate Secretary of NYSE Group and, prior to joining ICE in March 2014, Deputy General Counsel and Global Head of Regulatory Affairs at securities trading firm KCG [added: Holdings, Inc. Before joining KCG, she was Associate Director, Division of Trading and Markets at the SEC, where she was responsible for the SEC’s regulatory program for oversight of the securities markets.]

Additionally, [removed: Ms. Martin] [added: Mr. Gardiner] coordinates the Company’s marketing and public relations endeavors.

He also serves on the Commodity Futures Trading Commission Global Markets Advisory Committee.

Insider Trading Policy

We have adopted the Intercontinental Exchange, Inc. Global Personal Trading Policy, which governs, among other things, the purchase, sale and/or other disposition of our securities by our directors, officers and employees, as well as by the Company itself, that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations and New York Stock Exchange listing standards.

A copy of the Intercontinental Exchange, Inc. Global Personal Trading Policy is filed as Exhibit 19.1 to this Annual Report.

year period with Western Power Group, Inc., a developer, owner and operator of large central-station power plants.

Holdings, Inc. Before joining KCG, she was Associate Director, Division of Trading and Markets at the SEC, where she was responsible for the SEC’s regulatory program for oversight of the securities markets.

Information relating to executive compensation set forth under the captions “Compensation Discussion & Analysis,” “2023 Executive Compensation,” “Compensation Committee Interlocks and Insider Participation,” “Non-Employee Director Compensation,” and “Compensation Committee Report” in our [removed: 2024] [added: 2025] Proxy Statement is incorporated herein by reference.

Information regarding ownership of our common stock by certain persons as set forth under the caption “Security Ownership of Certain Beneficial Owners and Management” in our [removed: 2024] [added: 2025] Proxy Statement is incorporated herein by reference.

Information regarding certain relationships and transactions between our company and certain of our affiliates as set forth under the caption “Certain Relationships and Related Transactions” in our [removed: 2024] [added: 2025] Proxy Statement is incorporated herein by reference.

In addition, information regarding our directors’ independence (Item 407(a) of Regulation S-K) as set forth under the caption “Item 1 — Election of Directors — Nominees for Election as Directors at the [removed: 2024] [added: 2025] Annual Meeting” in our [removed: 2024] [added: 2025] Proxy Statement is incorporated herein by reference.

Information regarding principal accountant fees and services of our independent registered public accounting firm, Ernst & Young LLP, is set forth under the caption “Information About Our Independent Registered Public Accounting Firm Fees and Services” in our [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

- Consolidated Balance Sheets as of December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

- Consolidated Statements of Income for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

- Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

- Consolidated Statements of Changes in Equity and Redeemable Non-Controlling Interest for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

- Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

| Exhibit Number | | | | | | Description of Document | | | [removed: | | |]

| [removed: 2.1] [added: 10.2] | | | — | | | [removed: [Agreement and Plan of Merger,] [added: [Employment Agreement,] dated as of May [removed: 4, 2022, among] [added: 15, 2021, between] Intercontinental [removed: Exchange, Inc., Sand Merger Sub Corporation and Black Knight,] [added: Exchange Holdings,] Inc. [added: and Warren Gardiner] (incorporated by reference to Exhibit [removed: 2.1] [added: 10.1] to Intercontinental Exchange, Inc.'s [added: Amendment No. 1 to] Current Report on Form 8-K filed with the SEC on May [removed: 6, 2022,] [added: 20, 2021,] File [removed: No. 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522142983/d307019dex21.htm) | | |] [added: No.](https://www.sec.gov/Archives/edgar/data/1571949/000110465921069970/tm2117066d1_ex10-1.htm) [001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000110465921069970/tm2117066d1_ex10-1.htm)] | | |

| [removed: 2.2] [added: 10.25] | | | — | | | [removed: [Amendment No. 1, dated as of March 7, 2023, to the] [added: [Aircraft Time Sharing] Agreement [removed: and Plan of Merger,] dated as of [removed: May 4, 2022, among] [added: April 17, 2023 between] Intercontinental [removed: Exchange, Inc., Sand Merger Sub Corporation and Black Knight,] [added: Exchange Holdings,] Inc. [added: and Christopher Edmonds] (incorporated by reference to Exhibit [removed: 2.1] [added: 10.2] to Intercontinental Exchange, [removed: Inc.’s Current] [added: Inc.'s Quarterly] Report on Form [removed: 8-K] [added: 10-Q] filed with the SEC on [removed: March 7,] [added: May 4,] 2023, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312523063262/d472787dex21.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194923000011/ice2023331ex102.htm)] | | |

| 3.1 | | | — | | | [Sixth Amended and Restated Certificate of Incorporation of Intercontinental Exchange, Inc., effective August 22, 2022 (incorporated by reference to Exhibit 3.1 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on August 22, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522226543/d375634dex31.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522226543/d375634dex31.htm)] | | |

| 3.2 | | | — | | | [Ninth Amended and Restated Bylaws of Intercontinental Exchange, Inc., effective August 22, 2022 (incorporated by reference to Exhibit 3.2 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on August 22, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522226543/d375634dex32.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522226543/d375634dex32.htm)] | | |

| 4.1 | | | — | | | [Indenture dated as of November 24, 2015 among Intercontinental Exchange, Inc., as issuer, NYSE Holdings LLC, as guarantor, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on November 24, 2015, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex41.htm)] | | |

| 4.2 | | | — | | | [First Supplemental Indenture dated as of November 24, 2015 among Intercontinental Exchange, Inc., as issuer, NYSE Holdings LLC, as guarantor, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to Intercontinental Exchange, [removed: Inc.’s Current] [added: Inc.’s](https://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex42.htm) [Current] Report on Form 8-K filed with the SEC on November 24, 2015, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex42.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex42.htm)] | | |

| 4.3 | | | — | | | [Form of 3.75% Senior Notes due 2025 (included as an exhibit to the First Supplemental Indenture dated as of November 24, 2015) (incorporated by reference to Exhibit 4.4 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on November 24, 2015, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex42.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312515386293/d69185dex42.htm)] | | |

| 4.4 | | | — | | | [Second Supplemental Indenture dated as of August 17, 2017 among Intercontinental Exchange, Inc., as issuer, NYSE Holdings LLC, as guarantor, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 17, 2017, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312517260564/d398589dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312517260564/d398589dex41.htm)] | | |

| 4.5 | | | — | | | [Form of 3.100% Senior Notes due 2027 (included as an exhibit to the Second Supplemental Indenture dated as of August 17, 2017) (incorporated by reference to Exhibit 4.3 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 17, 2017, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312517260564/d398589dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312517260564/d398589dex41.htm)] | | |

| 4.6 | | | — | | | [Indenture dated as of August 13, 2018 between Intercontinental Exchange, Inc., as issuer, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 13, 2018, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex41.htm)] | | |

| 4.7 | | | — | | | [First Supplemental Indenture dated as of August 13, 2018 between Intercontinental Exchange, Inc., as issuer, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 13, 2018, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex42.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex42.htm)] | | |

| 4.8 | | | — | | | [Form of 3.750% Senior Notes due 2028 (included as an exhibit to the First Supplemental Indenture dated as of August 13, 2018) (incorporated by reference to Exhibit 4.4 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 13, 2018, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex42.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex42.htm)] | | |

| 4.9 | | | — | | | [Form of 4.250% Senior Notes due 2048 (included as an exhibit to the First Supplemental Indenture dated as of August 13, 2018) (incorporated by reference to Exhibit 4.5 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 13, 2018, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex42.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312518246855/d609249dex42.htm)] | | |

| 4.10 | | | — | | | [Second Supplemental Indenture dated as of May 26, 2020 between Intercontinental Exchange, Inc., as issuer, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 26, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520151632/d935649dex42.htm) | | | [removed: | | |]

| 4.11 | | | — | | | [Form of 2.100% Senior Notes due 2030 (included as an exhibit to the Second Supplemental Indenture dated as of May 26, 2020) (incorporated by reference to Exhibit 4.2 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 26, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520151632/d935649dex42.htm) | | | [removed: | | |]

| 4.12 | | | — | | | [Form of 3.000% Senior Notes due 2050 (included as an exhibit to the Second Supplemental Indenture dated as of May 26, 2020) (incorporated by reference to Exhibit 4.3 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 26, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520151632/d935649dex42.htm) | | | [removed: | | |]

| 4.13 | | | — | | | [Third Supplemental Indenture dated as of August 20, 2020 between Intercontinental Exchange, Inc., as issuer, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 20, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520225673/d94061dex41.htm) | | | [removed: | | |]

| 4.14 | | | — | | | [Form of 1.850% Senior Notes due 2032 (included as an exhibit to the Third Supplemental Indenture dated as of August 20, 2020) (incorporated by reference to Exhibit 4.4 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 20, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520225673/d94061dex41.htm) | | | [removed: | | |]

| 4.15 | | | — | | | [Form of 2.650% Senior Notes due 2040 (included as an exhibit to the Third Supplemental Indenture dated as of August 20, 2020) (incorporated by reference to Exhibit 4.5 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 20, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520225673/d94061dex41.htm) | | | [removed: | | |]

| 4.16 | | | — | | | [Form of 3.000% Senior Notes due 2060 (included as an exhibit to the Third Supplemental Indenture dated as of August 20, 2020) (incorporated by reference to Exhibit 4.6 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on August 20, 2020, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312520225673/d94061dex41.htm) | | | [removed: | | |]

| 4.17 | | | — | | | [Fourth Supplemental Indenture dated as of May 23, 2022 between Intercontinental Exchange, Inc., as issuer, and Computershare Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.18 | | | — | | | [Form of 3.650% Senior Notes due 2025 (included as an exhibit to the Fourth Supplemental Indenture dated as of May 23, 2022) (incorporated by reference to Exhibit 4.2 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.19 | | | — | | | [Form of 4.000% Senior Notes due 2027 (included as an exhibit to the Fourth Supplemental Indenture dated as of May 23, 2022) (incorporated by reference to Exhibit 4.3 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.20 | | | — | | | [Form of 4.350% Senior Notes due 2029 (included as an exhibit to the Fourth Supplemental Indenture dated as of May 23, 2022) (incorporated by reference to Exhibit 4.4 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.21 | | | — | | | [Form of 4.600% Senior Notes due 2033 (included as an exhibit to the Fourth Supplemental Indenture dated as of May 23, 2022) (incorporated by reference to Exhibit 4.5 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.22 | | | — | | | [Form of 4.950% Senior Notes due 2052 (included as an exhibit to the Fourth Supplemental Indenture dated as of May 23, 2022) (incorporated by reference to Exhibit 4.6 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.23 | | | — | | | [Form of 5.200% Senior Notes due 2062 (included as an exhibit to the Fourth Supplemental Indenture dated as of May 23, 2022) (incorporated by reference to Exhibit 4.7 to Intercontinental Exchange, Inc.’s Current Report on Form 8-K filed with the SEC on May 23, 2022, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312522157540/d333782dex41.htm)] | | |

| 4.24 | | | — | | | [Indenture among Black Knight InfoServ, LLC, the Guarantors party thereto and Wells Fargo Bank, National Association, dated August 26, 2020 (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on November 2, 2023, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm)] | | |

| 4.25 | | | — | | | [Form of 3.625% Senior [removed: Note](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm)[s](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm) [due] [added: Notes due] 2028 of Black Knight InfoServ, [removed: LLC](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm) [(included] [added: LLC (included] as an exhibit to [removed: the](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm) [Indenture] [added: the Indenture] dated as of August 26, [removed: 2020)](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm) [](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm)[(incorporated] [added: 2020) (incorporated] by reference to Exhibit 4.2 to Intercontinental Exchange, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on November 2, 2023, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194923000019/ice2023930ex41.htm)] | | |

| [removed: 4.26*] [added: 4.32] | | | — | | | [Description of ICE’s Securities Registered under Section 12 of the Exchange [removed: Act.](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm) | | |] [added: Act](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm) [(inc](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm)[orporated by reference to Exhibit 4.26 to Intercontinental Exchange, Inc.](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm)['s Annual Report on Form 10-K filed with the SEC on](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm) [February 8, 2024](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm)[, File No.](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm) [001-36198](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm)[)](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm)[.](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex426.htm)] | | |

| 10.1 | | | — | | | [Employment Agreement dated February 24, 2012 between Intercontinental Exchange Holdings, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.1 to Intercontinental Exchange Holdings, Inc.’s Current Report on Form 8-K filed with the SEC on February 24, 2012, File No. [removed: 001-32671).](http://www.sec.gov/Archives/edgar/data/1174746/000118811212000484/ex10-1.htm) | | |] [added: 001-32671).](https://www.sec.gov/Archives/edgar/data/1174746/000118811212000484/ex10-1.htm)] | | |

| [removed: 10.2] [added: 10.3] | | | — | | | [Employment [removed: Agreement,] [added: Agreement] dated [removed: as of May 15, 2021,] [added: February 1, 2023] between Intercontinental Exchange Holdings, Inc. and [removed: Warren Gardiner] [added: Christopher Edmonds] (incorporated by reference to Exhibit 10.1 to Intercontinental Exchange, Inc.'s [removed: Amendment No. 1 to Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] filed with the SEC on May [removed: 20, 2021,] [added: 4, 2023,] File [removed: No. 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000110465921069970/tm2117066d1_ex10-1.htm) | | |] [added: No 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194923000011/ice2023331ex101.htm)] | | |

| [removed: 10.3] [added: 10.5] | | | — | | | [Employment Agreement dated [added: as of] February 1, [removed: 2023] [added: 2021] between [added: ICE Data, LP, a wholly-owned subsidiary of] Intercontinental [removed: Exchange Holdings,] [added: Exchange,] Inc. and [removed: Christopher Edmonds] [added: Lynn Martin] (incorporated by reference to Exhibit [removed: 10.1] [added: 10.3] to Intercontinental Exchange, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on [removed: May 4, 2023,] [added: April 29, 2021,] File [removed: No 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000011/ice2023331ex101.htm) | | |] [added: No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194921000007/ice2021331ex103.htm)] | | |

| 10.4 | | | — | | | [Employment Agreement dated August 1, 2016 between Intercontinental Exchange Holdings, Inc. and Benjamin Jackson (incorporated by reference to Exhibit 10.6 to Intercontinental Exchange, Inc.'s Annual Report on Form 10-K filed with the SEC on February 7, 2018, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000157194918000003/ice20171231exhibit106.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194918000003/ice20171231exhibit106.htm)] | | |

| [removed: 10.5] [added: 10.27] | | | — | | | [removed: [Employment] [added: [Aircraft Time Sharing] Agreement dated as of [removed: February 1,] [added: March 4,] 2021 between [removed: ICE Data, LP, a wholly-owned subsidiary of] Intercontinental [removed: Exchange,] [added: Exchange Holdings,] Inc. and Lynn Martin (incorporated by reference to Exhibit [removed: 10.3] [added: 10.4] to Intercontinental Exchange, Inc.'s Quarterly Report on Form 10-Q filed with the SEC on April 29, 2021, File No. [removed: 001-36198).](http://www.sec.gov/Archives/edgar/data/1571949/000157194921000007/ice2021331ex103.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194921000007/ice2021331ex104.htm)] | | |

| 10.6 | | | — | | | [Form of Employment Agreement between Intercontinental Exchange Holdings, Inc. and the other U.S. officers (incorporated by reference to Exhibit 10.6 to Intercontinental Exchange Holdings, Inc.’s Current Report on Form 8-K filed with the SEC on February 24, 2012, File No. [removed: 001-32671).](http://www.sec.gov/Archives/edgar/data/1174746/000118811212000484/ex10-6.htm) | | |] [added: 001-32671).](https://www.sec.gov/Archives/edgar/data/1174746/000118811212000484/ex10-6.htm)] | | |

| 10.7 | | | — | | | [Intercontinental Exchange, Inc. Annual Executive Bonus Plan (incorporated by reference to Exhibit 10.9 to Intercontinental Exchange Holdings, Inc.’s Annual Report on Form 10-K filed with the SEC on February 2, 2023, File No. [removed: 001-36198](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000006/ice20221231ex109.htm)[)](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000006/ice20221231ex109.htm)[.](http://www.sec.gov/Archives/edgar/data/1571949/000157194923000006/ice20221231ex109.htm) | | |] [added: 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194923000006/ice20221231ex109.htm)] | | |

| 10.8 | | | — | | | [Intercontinental Exchange Holdings, Inc. 2013 Omnibus Employee Incentive Plan (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange Holdings, Inc.’s Registration Statement on Form S-8, filed with the SEC on May 24, 2013, File No. [removed: 333-188815).](http://www.sec.gov/Archives/edgar/data/1174746/000119312513233722/d543434dex41.htm) | | |] [added: 333-188815).](https://www.sec.gov/Archives/edgar/data/1174746/000119312513233722/d543434dex41.htm)] | | |

| 10.9 | | | — | | | [Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (incorporated by reference to Exhibit 4.3 to Intercontinental Exchange, Inc.'s Registration Statement on Form S-8, filed with the SEC on September 5, 2023, File No. [removed: 333-274344).](http://www.sec.gov/Archives/edgar/data/1571949/000119312523228555/d436653dex43.htm) | | |] [added: 333-274344).](https://www.sec.gov/Archives/edgar/data/1571949/000119312523228555/d436653dex43.htm)] | | |

| 4.26 | | | — | | | [First Supplemental Indenture, dated February 28, 2024, among Black Knight InfoServ, LLC, the guarantors party thereto and Computershare Trust Company, N.A. (incorporated by reference to Exhibit 4.1 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on March 1, 2024, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000119312524055927/d773004dex41.htm) | | |

| 4.28 | | | — | | | [Form of 5.250% Senior Notes due 2031 (included as an exhibit to the Fifth Supplemental Indenture dated as of May 13, 2024) (incorporated by reference to Exhibit 4.2 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on May 13, 2024](https://www.sec.gov/Archives/edgar/data/1571949/000119312524137264/d805877dex41.htm)[,](https://www.sec.gov/Archives/edgar/data/1571949/000119312524137264/d805877dex41.htm) [](https://www.sec.gov/Archives/edgar/data/1571949/000119312524137264/d805877dex41.htm)[File No. 001-36198](https://www.sec.gov/Archives/edgar/data/1571949/000119312524137264/d805877dex41.htm)[)](https://www.sec.gov/Archives/edgar/data/1571949/000119312524137264/d805877dex41.htm)[.](https://www.sec.gov/Archives/edgar/data/1571949/000119312524137264/d805877dex41.htm) | | |

| 4.30 | | | — | | | [Form of 3.625% Senior Notes due 2028 (included as an exhibit to the Sixth Supplemental Indenture dated as of June 5, 2024) (incorporated by reference to Exhibit 4.3 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on June 5, 2024](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex42.htm)[, File No. 001-36198](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex42.htm)[)](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex42.htm)[.](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex42.htm) | | |

| 4.31 | | | — | | | [Registration Rights Agreement, dated as of June 5, 2024, between Intercontinental Exchange, Inc. and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as dealer managers (incorporated by reference to Exhibit 4.4 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on June 5, 2024](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex44.htm)[, File No.](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex44.htm) [001-](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex44.htm)[36198](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex44.htm)[)](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex44.htm)[.](https://www.sec.gov/Archives/edgar/data/1571949/000119312524155176/d841998dex44.htm) | | |

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| 10.19* | | | — | | | [Form of Restricted Stock Award Agreement used with respect to grants of restricted stock units by the Company under the Intercontinental Exchange, Inc. 2022 Omnibus Employee Incentive Plan.](https://www.sec.gov/Archives/edgar/data/1571949/000157194925000003/ice20241231ex1019.htm) | | |

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| 10.42 | | | — | | | [The Thirteenth Amendment, dated as of May 31, 2024, by and among Intercontinental Exchange, Inc., as borrower, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent, amending that certain Credit Agreement, dated as of April 3, 2014, by and among Intercontinental Exchange, Inc., as borrower, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent (as amended by the First Amendment to Credit Agreement, dated as of May 15, 2015, the Second Amendment to Credit Agreement, dated as of November 9, 2015, the Third Amendment to Credit Agreement, dated as of November 13, 2015, the Fourth Amendment to Credit Agreement, dated as of August 18, 2017, the Fifth Amendment to Credit Agreement, dated as of August 18, 2017, the Sixth Amendment to Credit Agreement, dated as of August 9, 2018, the Seventh Amendment to Credit Agreement, dated as of August 14, 2020, the Eighth Amendment to Credit Agreement, dated as of August 21, 2020, the Ninth Amendment to Credit Agreement, dated as of March 8, 2021, the Tenth Amendment to Credit Agreement, dated as of October 15, 2021, the Eleventh Amendment to Credit Agreement, dated as of May 11, 2022, and the Twelfth Amendment to Credit Agreement, dated as of May 25, 2022) (incorporated by reference to Exhibit 10.1 to Intercontinental Exchange, Inc.'s Current Report on Form 8-K filed with the SEC on June 5, 2024)](https://www.sec.gov/Archives/edgar/data/1571949/000110465924068724/tm2416515d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1571949/000110465924068724/tm2416515d1_ex10-1.htm) [File No. 001-36198)](https://www.sec.gov/Archives/edgar/data/1571949/000110465924068724/tm2416515d1_ex10-1.htm)[.](https://www.sec.gov/Archives/edgar/data/1571949/000110465924068724/tm2416515d1_ex10-1.htm) | | |

| 97 | | | — | | | [Intercontinental Exchange, Inc. Mandatory Clawback Policy (incorporated by reference to Exhibit 97 to Intercontinental Exchange, Inc.'s Annual Report on Form 10-K filed with the SEC on February 8, 2024, File No. 001-36198).](https://www.sec.gov/Archives/edgar/data/1571949/000157194924000007/ice20231231ex97.htm) | | |

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Exchange Act of 1934, or otherwise subject to the liability of that Section.

Such exhibits shall not be deemed