INTERCONTINENTAL EXCHANGE, INC. (NYSE:ICE) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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

(d) Director Appointment

On March 3, 2017, the Board of Directors (the Board) of
Intercontinental Exchange, Inc. (ICE) voted to increase the total
number of directors constituting the Board from 9 to 11 directors
to the provisions of ICEs bylaws and appointed Ann Cairns and
Duriya Farooqui as directors of ICE.

Ms. Ann Cairns is President, International Markets for
Mastercard, where she is responsible for the management of all
markets and customer-related activities outside North America; a
role she has held since August 2011. She currently serves as
Chair of ICE Clear Europe (ICEU), our subsidiary. From 2008 to
2011, she was Managing Director and Head of the Financial
Industry Services group for Europe with Alvarez Marsal in London.
She also oversaw the European liquidation of Lehman Brothers
Holdings International from 2008 to 2011. Prior to that, Ms.
Cairns was Chief Executive Officer, Transaction Banking at
ABN-AMRO in London, from 2002 to 2008. At the start of her
career, she spent time as an award-winning research engineer,
culminating as the Head of Offshore Engineer-Planning for British
Gas and was the first woman qualified to go offshore in Britain.
Ms. Cairns joined the AstraZeneca Board of Directors in 2014 and
will end her term as a director of AstraZeneca in April 2017. She
received a Bachelor of Science in Pure Mathematics at Sheffield
University and a Master of Science in Statistics from Newcastle
University, UK.

Ms. Farooqui is Executive Director of Atlanta Committee for
Progress (ACP), a coalition of leading CEOs focused on critical
issues for Atlanta; a role she has held since May 2016. This
unique public-private partnership focuses on priorities for the
City in collaboration with the Mayor of Atlanta. Ms. Farooqui was
a principal at Bain Company from 2014 to 2016. She served the
City of Atlanta through several leadership positions including,
Chief Operating Officer from 2011 to 2013, Deputy Chief Operating
Officer from 2010 to 2011 and Director from 2007 to 2009. At the
start of her career, she worked with the Center for International
Development at Harvard University, The World Bank, and the Center
for Global Development. She serves on the Boards of the Woodruff
Arts Center and the International Womens Forum of Georgia. Ms.
Farooqui holds an M.P.A. in International Development from the
Kennedy School of Government at Harvard University, and a B.A. in
Economics and Mathematics from Hampshire College.

The Nominating and Corporate Governance Committee and the Board
of ICE have determined that Ms. Cairns and Ms. Farooqui each
qualify as independent directors and meet the applicable
independence requirements of ICE, the New York Stock Exchange and
the Securities and Exchange Commission. As of the time of the
filing of this Current Report on Form 8-K, the Board of ICE has
not determined to which committees, if any, Ms. Cairns and Ms.
Farooqui will be appointed.

Ms. Cairns and Ms. Farooqui will participate in ICEs non-employee
director compensation arrangements, which provide for the
following compensation: (1) an annual cash retainer for Board
service of $100,000; and (2) an annual grant of $175,000 in the
form of restricted stock units that vest one year from the date
of grant with the number of units calculated at the time of grant
by dividing the annual grant value by the closing price of ICEs
common stock on the date of grant. Ms. Cairns also participates
in ICEUs non-employee director compensation arrangements, which
provide for the following compensation: (1) an annual cash
retainer of 70,000; (2) an annual cash retainer of 30,000 for
service as Chairperson of the Board of ICEU; and (3) an annual
grant of $25,000 in the form of restricted stock units that vest
one year from the date of grant with the number of units
calculated at the time of grant by dividing the annual grant
value by the closing price of ICEs common stock on the date of
grant. In connection with their appointment to the Board, Ms.
Cairns and Ms. Farooqui also entered into the Agreement Relating
to Noncompetition and Other Covenants with ICE, which all other
non-employee directors of ICE are party to, as previously
disclosed in our Current Report on Form 8-K, dated May 13, 2016.

If Ms. Cairns is appointed to serve on a committee of the Board
of ICE and/or ICEU, she will be entitled to additional cash
compensation in connection with such additional service. If Ms.
Farooqui is appointed to serve on a committee of the Board of
ICE, she will be entitled to additional cash compensation in
connection with such additional service. Ms. Cairns will also be
reimbursed for reasonable out-of-pocket expenses incurred in
connection with attending meetings of the Boards of ICE and ICEU.
Ms. Farooqui will also be reimbursed for reasonable out-of-pocket
expenses incurred in connection with attending ICE Board
meetings.

A copy of the related press release is attached to this Current
Report on Form 8-K as Exhibit 99.1 and is incorporated herein by
reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibit is filed as part of this Current Report on
Form 8-K:

About INTERCONTINENTAL EXCHANGE, INC. (NYSE:ICE)

Intercontinental Exchange, Inc. is an operator of regulated exchanges, clearing houses and listings venues. The Company provides data services for commodity and financial markets. The Company’s segments include Trading and Clearing segment, and Data and Listings segment. The Trading and Clearing segment includes the Company’s transaction-based execution and clearing businesses. The Company’s Data and Listings segment includes its subscription-based data services and securities listings businesses. The Company operates regulated marketplaces for listing, trading and clearing a range of derivatives and securities contracts across the asset classes, including energy and agricultural commodities, interest rates, equities, equity derivatives, exchange traded funds, credit derivatives, bonds and currencies. The Company offers market data services to support the trading, investment, risk management and connectivity needs of customers across a range of asset classes.

INTERCONTINENTAL EXCHANGE, INC. (NYSE:ICE) Recent Trading Information

INTERCONTINENTAL EXCHANGE, INC. (NYSE:ICE) closed its last trading session up +0.23 at 58.97 with 2,992,025 shares trading hands.