8-KCorporate ChangesExhibits & Filings

Intercontinental Exchange, Inc. 8-K Report, Bylaw Amendment (Feb 1, 2017)

Filed February 1, 2017For Securities:ICE

Summary

Intercontinental Exchange, Inc. (ICE) filed an 8-K on February 1, 2017, reporting on amendments to its bylaws related to its acquisition of the National Stock Exchange (NSX). The key event is the U.S. Securities and Exchange Commission's approval of these amended bylaws, which are effective January 31, 2017, coinciding with the closing of the NSX acquisition. The amendments specifically address provisions related to equity exchanges and incorporate NYSE National, Inc. (the NSX entity) while removing other specified NYSE subsidiaries from certain sections. New sections detailing voting and ownership limitations for ICE in connection with its ownership of NYSE National, Inc. have also been added. These changes are crucial for regulatory compliance as ICE operates registered national securities exchanges.

Key Highlights

  • 1SEC approval granted for amended and restated bylaws of Intercontinental Exchange, Inc. (ICE).
  • 2Bylaw amendments are effective as of January 31, 2017.
  • 3Amendments are in connection with ICE's acquisition of the National Stock Exchange (NSX).
  • 4Bylaws incorporate NYSE National, Inc. and remove NYSE Market (DE), Inc. and NYSE Regulation, Inc. from specific provisions.
  • 5New bylaws include specific sections (12.1 and 12.2) outlining voting and ownership limitations for ICE regarding NYSE National, Inc.
  • 6This filing is a standard procedural update required for amendments to governing documents of exchange operators.
  • 7The effective date of the bylaws aligns with the closing date of the NSX acquisition.

Frequently Asked Questions

The main purpose of this 8-K filing is to report that Intercontinental Exchange, Inc. (ICE) received approval from the U.S. Securities and Exchange Commission (SEC) for amendments to its Seventh Amended and Restated Bylaws. These changes are directly related to ICE's acquisition of the National Stock Exchange (NSX).

The amended bylaws became effective on January 31, 2017. This is the same date as the closing of ICE's acquisition of the National Stock Exchange.

The key changes include the incorporation of NYSE National, Inc. (the NSX entity) into specific provisions of the bylaws, the removal of NYSE Market (DE), Inc. and NYSE Regulation, Inc. from those same provisions, and the addition of new sections (12.1 and 12.2) that detail voting and ownership limitations for ICE concerning its ownership of NYSE National, Inc. These updates are necessary for regulatory compliance given ICE's ownership of registered national securities exchanges.

This specific 8-K filing primarily concerns regulatory and corporate governance matters related to the NSX acquisition and bylaw amendments. It does not disclose specific financial results, projections, or significant new financial commitments beyond what is already implied by the acquisition itself.