UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) of THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 15, 2020

Intercontinental Exchange, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-36198	46-2286804
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification Number)

5660 New Northside Drive, Third Floor, Atlanta, Georgia 30328

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (770) 857-4700

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.01 par value per share	ICE	New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ 

Item 5.07. Submission of Matters to a Vote of Security Holders.

(a) The Annual Meeting of Stockholders of the Company was held on May 15, 2020. At the close of business on March 17, 2020, which was the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 549,137,617 outstanding shares of common stock eligible to vote at the Annual Meeting, constituting all of the outstanding voting securities of the Company.

(b) The results of the matters submitted to a stockholder vote at the Annual Meeting are as follows:

1. Election of Directors: Our stockholders elected the following eleven directors to each serve a one-year term expiring on the date of the 2021 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		459,327,282		660,440		272,754		31,629,216
Charles R. Crisp		427,670,780		32,255,608		334,088		31,629,216
Duriya M. Farooqui		459,281,431		672,916		306,129		31,629,216
Jean-Marc Forneri		426,543,217		33,385,273		331,986		31,629,216
Lord Hague of Richmond		454,122,305		5,825,314		312,857		31,629,216
Frederick W. Hatfield		425,554,354		34,370,266		335,856		31,629,216
Thomas E. Noonan		458,813,396		1,142,901		304,179		31,629,216
Frederic V. Salerno		364,025,919		92,199,578		4,034,979		31,629,216
Jeffrey C. Sprecher		430,867,697		25,139,832		4,252,947		31,629,216
Judith A. Sprieser		425,452,017		34,506,783		301,676		31,629,216
Vincent Tese		423,399,067		36,525,842		335,567		31,629,216

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
	419,654,059		39,692,694		913,723		31,629,216

3. 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, 2020.

For		Against		Abstain
	484,620,159		6,977,049		292,484

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

	INTERCONTINENTAL EXCHANGE, INC.
Date: May 19, 2020	By:	/s/ Andrew J. Surdykowski
		Andrew J. Surdykowski
		General Counsel