What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2026-02-05 compared with 2025-02-06 · 36 added, 5 removed, 55 unchanged (43% of the section changed)

47 unchanged sentences

The 2022 Omnibus Employee Incentive Plan and the 2022 Omnibus Non-Employee Director Incentive Plan were approved by our stockholders in May 2022.

Of the 6.9 million securities to be issued upon exercise, 2.2 million are options with a

weighted average exercise price of $93.90 and the remaining securities are restricted stock shares that do not have an exercise price.

Of the 6.7 million securities to be issued upon exercise, 1.8 million are options with a weighted average exercise price of $99.59 and the remaining securities are restricted stock shares that do not have an exercise price.

The 2018 Employee Stock Purchase Plan was approved by stockholders in May 2018.

4 unchanged sentences

In December 2025, our Board approved an aggregate of $3.0 billion for future repurchases of our common stock with no fixed expiration date that became effective January 1, 2026.

With respect to purchases made by or on behalf of ICE or any "affiliated purchaser" (as defined in Rule 10b-18(a)(3) under the Exchange Act), in December 2021 we entered into a new Rule 10b5-1 trading plan that became effective in February 2022 and that governed some of our repurchases of shares of our common stock.

In connection with our acquisition of Black Knight, on May 4, 2022 we terminated our Rule 10b5-1 trading plan and suspended share repurchases.

We did not have any stock repurchases during 2024.

The approval of our Board for stock repurchases does not obligate us to acquire any particular amount of our common stock.

In addition, our Board may increase or decrease the amount available for repurchases from time to time.

We expect funding for any stock repurchases to come from our operating cash flow or borrowings under our commercial paper program or our debt facilities.

In making a determination regarding any stock repurchases, management considers multiple factors, including overall stock market conditions, our common stock price performance, the remaining amount authorized for repurchases by our Board, the potential impact of a stock repurchase program on our corporate debt ratings, our expected free cash flow and working capital needs, our current and future planned strategic growth initiatives, and other potential uses of our cash and capital resources.

The table below sets forth the information with respect to purchases made by or on behalf of ICE or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) of our common stock during the year ended December 31, 2025, reported on a settlement date basis.

Total number of shares purchased

(in thousands)

Average price

paid per share (1)

Amount of repurchases (1)

(in millions)

Total number of shares purchased as part of publicly announced plans or programs

(in thousands)

Approximate dollar value of shares that may yet be purchased under the plans or programs (2)

(in millions)

January 1 - January 31 — $— $— — $2,518

February 1 - February 28 324 170.45 55 324 2,463

March 1 - March 31 1,077 172.53 186 1,077 2,277

First quarter total 1,401 $172.05 $241 1,401 $2,277

April 1 - April 30 558 $161.34 $90 558 $2,187

May 1 - May 31 476 175.00 83 476 2,104

June 1 - June 30 456 179.08 82 456 2,022

Second quarter total 1,490 $171.13 $255 1,490 $2,022

July 1 - July 31 731 $181.98 $133 731 $1,889

August 1 - August 31 743 182.32 136 743 1,753

September 1 - September 30 751 171.96 129 751 1,624

Third quarter total 2,225 $178.71 $398 2,225 $1,624

October 1 - October 31 913 $158.03 $144 913 $1,480

November 1 - November 30 745 150.85 113 745 1,367

December 1 - December 31 892 160.21 143 892 1,224

Fourth quarter total 2,550 $156.70 $400 2,550 $1,224

2025 Total 7,666 $168.70 $1,294 7,666 $1,224

(1) Includes commissions and excludes the 1% excise tax on share repurchases.

(2) Approximate dollar value that may yet be purchased is based on the principal amount of shares repurchased and excludes commissions and the 1% excise tax on share repurchases, pursuant to the share repurchase program that was in effect as of December 31, 2025.

In December 2025, our Board approved a new share repurchase program, which authorized an aggregate of $3.0 billion for future repurchases effective January 1, 2026, which will replace the amount remaining in the chart above under the prior share repurchase program.

Refer to Note 12 to our consolidated financial statements, included in this Annual Report, for additional details on our stock repurchase plans and our repurchase activity during 2025.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity