false 0001571949 0001571949 2023-09-15 2023-09-15

 

 

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): September 15, 2023

 

 

INTERCONTINENTAL EXCHANGE, INC.

(Exact Name of Registrant as Specified in its 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 8.01

Other Events.

On September 15, 2023, Intercontinental Exchange, Inc., a Delaware corporation (“ICE”), issued a press release announcing that, in connection with its previously announced acquisition of Black Knight, Inc., a Delaware corporation (“Black Knight”), it has completed the sale of Black Knight’s Optimal Blue and Empower loan origination system (LOS) businesses (collectively, the “Divested Businesses”) to subsidiaries of Constellation Software, Inc.

As previously announced, the divestitures of the Divested Businesses helped to secure regulatory clearance from the U.S. Federal Trade Commission (the “FTC”) for ICE’s acquisition of Black Knight. The terms of ICE’s agreement with the FTC required the sale of the Divested Businesses within 20 days of the completion of ICE’s acquisition of Black Knight, which occurred on September 5, 2023.

A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

Exhibit
Number

  

Description

99.1    Press Release, dated as of September 15, 2023, issued by Intercontinental Exchange, Inc.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE

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

 

INTERCONTINENTAL EXCHANGE, INC.
By:  

/s/ Andrew J. Surdykowski

  Andrew J. Surdykowski
  General Counsel

Dated: September 15, 2023