Intercontinental Exchange 8-K 2023-10-26

Filed 2023-10-27. 1 sections, 4K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 27, 2023 (October 26, 2023)

Intercontinental Exchange, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware001-3619846-2286804
(State or other jurisdiction of incorporation)(Commission File No.)(I.R.S. Employer Identification Number)

5660 New Northside Drive**, Third Floor****, Atlanta****, Georgia** 30328

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (770**) 857-4700**

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, $0.01 par value per shareICENew York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On October 26, 2023, Intercontinental Exchange, Inc. (“ICE” or the “Company”) announced that Christopher S. Edmonds, currently ICE’s Chief Development Officer, will become President, Fixed Income and Data Services, effective as of January 1, 2024. Mr. Edmonds will continue to be a named executive officer of the Company, his compensation is unchanged and he will continue to report to the Company's Chief Executive Officer.

Item 7.01 Regulation FD Disclosure

On October 26, 2023, ICE issued a press release announcing Mr. Edmonds’ appointment as President, Fixed Income and Data Services. A copy of this press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934 except as may be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are filed as part of this Current Report on Form 8-K:

Exhibit No.Description
99.1Press Release dated as of October 26, 2023.
104The cover page from Intercontinental Exchange, Inc.’s Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

INTERCONTINENTAL EXCHANGE, INC.
By:/s/Andrew J. Surdykowski
Andrew J. Surdykowski
General Counsel

Dated: October 27, 2023