8-KLeadership ChangesExhibits & Filings

Intercontinental Exchange, Inc. 8-K Report, Executive Changes (Mar 6, 2017)

Filed March 6, 2017For Securities:ICE

Summary

Intercontinental Exchange, Inc. (ICE) announced on March 3, 2017, a strategic expansion of its Board of Directors, increasing its size from 9 to 11 members. The company appointed two new independent directors, Ann Cairns and Duriya Farooqui. Ms. Cairns brings extensive experience from her role as President, International Markets at Mastercard and her prior leadership positions in financial services and restructuring, including her current role as Chair of ICE Clear Europe. Ms. Farooqui's background includes significant public sector experience as Executive Director of the Atlanta Committee for Progress and former Chief Operating Officer for the City of Atlanta, alongside her experience at Bain & Company. These appointments are designed to enhance the Board's expertise and governance. Both directors are deemed independent and will participate in ICE's standard non-employee director compensation arrangements, which include annual cash retainers and restricted stock units, aligning their interests with shareholders. The addition of these directors reflects ICE's commitment to strong corporate governance and leveraging diverse leadership to navigate its global operations and strategic initiatives.

Key Highlights

  • 1ICE expanded its Board of Directors from 9 to 11 members.
  • 2Ann Cairns and Duriya Farooqui were appointed as new independent directors.
  • 3Ann Cairns has significant experience in international markets at Mastercard and financial services.
  • 4Duriya Farooqui brings public sector leadership experience from the City of Atlanta and consulting at Bain & Company.
  • 5Both new directors have been determined to meet independence requirements for ICE, NYSE, and the SEC.
  • 6New directors will receive standard compensation, including an annual cash retainer of $100,000 and $175,000 in restricted stock units.
  • 7Ann Cairns will also receive separate compensation for her role as Chair of ICE Clear Europe.

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