--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-26-063863" form_type: "8-K" ticker: "ICE" cik: "0001571949" company_name: "Intercontinental Exchange, Inc." filed_at: "2026-05-19T20:31:01+00:00" generated_at: "2026-05-19T20:55:45.446379+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.25 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # ICE stockholders elect all 11 directors, approve exec comp and charter amendments, reject independent chair proposal ## Summary - All 11 director nominees elected with 'for' votes ranging from 461.2M to 481.7M; 29.3M broker non-votes. - Advisory vote on executive compensation approved (444.7M for, 35.5M against). - Charter amendments for voting/ownership limits approved (481.9M for, 167K against). - Ratification of Ernst & Young as auditor for FY2026 approved (479.0M for, 31.1M against). - Shareholder proposal for independent board chairman rejected (114.3M for, 365.6M against). ## SEC filing metadata - accession: 0001104659-26-063863 - form_type: 8-K - ticker: ICE - cik: 0001571949 - company_name: Intercontinental Exchange, Inc. - filed_at: 2026-05-19T20:31:01+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.25 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/0001104659-26-063863-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/tm2615096d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-26-063863 - JSON: https://secwatch.observer/filing/0001104659-26-063863.json - Plain text: https://secwatch.observer/filing/0001104659-26-063863.txt ## Key facts - Shareholder Votes Intercontinental Exchange, Inc. shareholders approved Election of Directors at the 2026-05-15 meeting. - Proposal: director election - Outcome: passed - Meeting: 2026-05-15 source text: 1. Election of Directors : Our stockholders elected the following eleven directors to each serve a one-year term expiring on the date of the 2027 Annual Meeting of Stockholders or until his or her earlier resignation or successor has been duly elected and qualified: For Against Abstain Broker Non-Votes Sharon Y. Bowen 481,468,524 656,867 668,138 29,338,574 Shantella E. Cooper 463,852,695 18,270,336 670,498 29,338,574 evidence_url: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/0001104659-26-063863-index.htm - Shareholder Votes Intercontinental Exchange, Inc. shareholders approved Approval of the Adoption of Amendments to the Company’s Current Certificate of Incorporation to Supplement Voting and Ownership Limitations for Regulatory Compliance at the 2026-05-15 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2026-05-15 source text: 3. Approval of the Adoption of Amendments to the Company’s Current Certificate of Incorporation to Supplement Voting and Ownership Limitations for Regulatory Compliance : Our stockholders approved the adoption of amendments to the Company’s current Certificate of Incorporation to supplement voting and ownership limitations for regulatory compliance. For Against Abstain Broker Non-Votes 481,938,842 167,195 687,492 29,338,574 evidence_url: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/0001104659-26-063863-index.htm - Shareholder Votes Intercontinental Exchange, Inc. shareholders rejected Advisory Vote on Stockholder Proposal Regarding Independent Board Chairman at the 2026-05-15 meeting. - Proposal: say on pay - Outcome: failed - Meeting: 2026-05-15 source text: 5. Advisory Vote on Stockholder Proposal Regarding Independent Board Chairman : Our stockholders did not approve the stockholder proposal regarding independent board chairman. For Against Abstain Broker Non-Votes 114,294,843 365,598,810 2,899,876 29,338,574 evidence_url: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/0001104659-26-063863-index.htm - Shareholder Votes Intercontinental Exchange, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2026-05-15 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2026-05-15 source text: 4. Ratification of Appointment of Independent Registered Public Accounting Firm : Our stockholders ratified the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. For Against Abstain 478,979,319 31,109,563 2,043,221 evidence_url: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/0001104659-26-063863-index.htm - Shareholder Votes Intercontinental Exchange, Inc. shareholders approved Advisory Resolution on Executive Compensation at the 2026-05-15 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2026-05-15 source text: 2. Advisory Resolution on Executive Compensation : Our stockholders approved the proposal on executive compensation. As previously disclosed, our Board has determined to hold advisory votes on executive compensation annually. For Against Abstain Broker Non-Votes 444,677,152 35,549,565 2,566,812 29,338,574 evidence_url: https://www.sec.gov/Archives/edgar/data/1571949/000110465926063863/0001104659-26-063863-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.