Intercontinental Exchange, Inc. current report, 04 March 2022

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Business Context and Reporting Period

This Form 8-K Current Report was filed by Intercontinental Exchange, Inc. (ICE) on March 4, 2022. The filing reports a corporate governance event: the appointment of a new director to the Board of Directors.

Key Financial Metrics

The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel changes and associated compensation arrangements rather than financial performance.

Material Changes

The Board of Directors increased its size from 12 to 13 members effective March 4, 2022. Martha Tirinnanzi was appointed as a new director. Additionally, the Board approved her appointment to the Audit Committee, effective May 12, 2022, designating her as an "audit committee financial expert."

Guidance, Outlook, and Compensation Details

There is no financial guidance or outlook provided in this filing. The document details the compensatory arrangements for the new director:

  • Board Service: Annual cash retainer of $100,000 and an annual grant of $195,000 in restricted stock units (vesting in one year). 2022 amounts are prorated from the start date.
  • Audit Committee Service: Annual cash retainer of $15,000, effective May 12, 2022.
  • Subsidiary Service: Ms. Tirinnanzi continues to receive retainers for service on the boards of ICE Mortgage Technology, Inc. ($45,000 for Board, $10,000 for Risk Committee) and ICE Mortgage Services, LLC ($55,000 for Board of Managers).
  • Other: Reimbursement for reasonable out-of-pocket expenses and adherence to standard non-competition covenants.

Investor Verification Checklist

  • Confirm the effective date of the director appointment (March 4, 2022) and Audit Committee membership (May 12, 2022).
  • Verify the total annualized compensation package for the new director, including prorated 2022 figures.
  • Review the attached press release (Exhibit 99.1) for additional context on the director's qualifications.
  • Note that this filing does not contain financial results; refer to the most recent 10-Q or 10-K for financial metrics.