Christopher S. Edmonds
Intercontinental ExchangeAbout Christopher S. Edmonds
Christopher S. Edmonds is President, Fixed Income & Data Services (FIDS) at Intercontinental Exchange (ICE) and a Named Executive Officer (NEO). His 2024 contributions included launching climate risk offerings (e.g., ICE MBS Mortality Indicator), driving fixed income market share gains, accelerating Desktops & Feeds growth, and leading treasury clearing initiatives, which supported annual bonus funding at 108% of target for NEOs based on net revenue and adjusted operating income performance . Pay-for-performance alignment is reinforced by PSU outcomes: the February 2022 TSR-based PSU cycle vested at 122.8% (ICE at the 56th percentile vs S&P 500), and the February 2024 one-year EBITDA PSUs vested at 129.9% . Prior to his current role, Edmonds served as Chief Development Officer (NEO) in 2023, a year in which ICE delivered record operating income and net revenues while integrating Black Knight .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Intercontinental Exchange (ICE) | President, Fixed Income & Data Services | 2024–present | Closed key product gaps; introduced climate risk offerings; expanded fixed income share; led treasury clearing and regulator engagement; supported bonus funding at 108% of target . |
| Intercontinental Exchange (ICE) | Chief Development Officer (NEO) | 2023 | Led IRM 2.0, treasury clearing initiatives, CDS clearing consolidation; regulator engagement during Black Knight integration . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public-company external directorships disclosed for Edmonds in ICE’s 2025 or 2024 proxy materials . |
Fixed Compensation
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base salary ($) | 650,000 | 664,583 | 689,583 |
| Target bonus (% of salary) | 200% (unchanged through 2024) | 200% | 200% |
| Target equity comp ($) | 1,699,771 (granted value) | 4,799,820 (includes 2023 deal PSUs) | 1,999,796 (granted value) |
| Non-equity incentive ($) | 1,261,000 | 1,471,500 | 1,512,000 (108% of target) |
| Stock option awards ($) | 349,972 | 449,973 | 499,984 |
| All other comp ($) | 27,733 | 29,233 | 69,306 |
| 2024 Target Direct Compensation (as of June 1, 2024) | Amount |
|---|---|
| Base salary ($) | 700,000 |
| Target annual bonus (% of salary) | 200% |
| Target equity ($) | 2,500,000 |
| Positioning vs peers | 50th–75th percentile |
| 2024 All Other Compensation Detail | Amount ($) |
|---|---|
| 401(k) match | 20,700 |
| Life insurance premiums | 6,379 |
| Disability insurance premiums | 3,054 |
| Other (personal aircraft incremental cost) | 39,173 (no tax gross-up) |
| Total | 69,306 |
Performance Compensation
| 2024 Annual Bonus Plan (Company measures) | Weight | Threshold (85% payout) | Target (100%) | Max (200%) | Result | Funded |
|---|---|---|---|---|---|---|
| Net Revenue ($M) | 30% | 7,664 | 9,016 | 13,524 | 9,279 | 105.8% → 31.8% |
| Adjusted Operating Income ($M) | 70% | 4,429 | 5,210 | 7,815 | 5,469 | 109.9% → 77.0% |
| Committee discretion (±10%) | Modifier | — | — | — | 0% | 0% |
| Final funding | — | — | — | — | — | 108% |
| Edmonds — 2024 Annual Bonus | Amount |
|---|---|
| Approved payout (paid Feb 2025) | $1,512,000 (108% of target) |
| 2024 Equity Grants to Edmonds (grant date: Feb 12, 2024) | Units (#) | Terms |
|---|---|---|
| Stock options | 13,311 | Exercise price $135.46; expires 2/12/2034 |
| TSR-based PSUs (target) | 5,536 | Earnout vs S&P 500 TSR percentile; counts at target |
| 1-year EBITDA PSUs (target) | 5,536 | 2024 EBITDA; achieved 129.9% of target; vested Feb 2025 |
| 3-year EBITDA PSUs (target) | 3,691 | 2024–2026 EBITDA: 0–200% payout; cliff vest Feb 2027 |
| Recent PSU Results (payouts) | Cycle | Payout |
|---|---|---|
| TSR-based PSUs (granted Feb 2022; vested Feb 2025) | ICE TSR at 56th percentile vs S&P 500 | 122.8% of target |
| 1-year EBITDA PSUs (granted Feb 2024; vested Feb 2025) | Company EBITDA over target | 129.9% of target |
• 2024 individual performance highlights for Edmonds (inputs to the bonus modifier, though not applied in 2024) included climate risk product launches, geo-spatial tech deployments, fixed income share gains, and treasury clearing leadership .
Equity Ownership & Alignment
| Beneficial Ownership (as of Mar 20, 2025) | Shares | % of Class |
|---|---|---|
| Christopher S. Edmonds | 86,753 | <1% (574,498,015 shares outstanding) |
| Stock Ownership Policy | Requirement | Status/Notes |
|---|---|---|
| NEO ownership guideline | 4x base salary; 5-year compliance window | NEOs (other than CEO) averaged 17x; all in compliance |
| Retention guideline | Retain ≥50% of net shares from option exercises/vesting until compliant | Applies to officers and directors |
| Anti-hedging/anti-pledging | Hedging, short sales, derivatives, margin accounts, and pledging prohibited | Policy updated Dec 2024; filed with 2024 10-K |
| Outstanding Equity Awards at 2024 FY-End (Edmonds) | Exercisable | Unexercisable | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| Options: 1/18/2017 | 10,000 | — | 57.31 | 1/18/2027 |
| Options: 2/8/2018 | 11,383 | — | 67.00 | 2/8/2028 |
| Options: 2/8/2019 | 11,631 | — | 76.16 | 2/8/2029 |
| Options: 2/7/2020 | 12,009 | — | 92.63 | 2/7/2030 |
| Options: 2/5/2021 | 11,011 | — | 114.19 | 2/5/2031 |
| Options: 2/4/2022 | 8,278 | 4,139 | 129.76 | 2/4/2032 |
| Options: 2/3/2023 | 5,477 | 10,954 | 107.66 | 2/3/2033 |
| Options: 2/12/2024 | — | 13,311 | 135.46 | 2/12/2034 |
| Unvested RSUs at 12/31/2024 | — | — | — | 1,018 (5/13/2022 RSUs) |
| Unearned PSUs at 12/31/2024 | — | — | — | 27,515 (2023 deal), 6,624 (2022 grant), 8,359 (2023 grant), 5,536 (2024 TSR) |
| 2024 Vesting/Exercises (realized) | Shares | Value ($) |
|---|---|---|
| Stock awards vested | 12,538 | 1,667,317 |
| Options exercised | 0 | — |
Notes:
- 3-year EBITDA PSUs (2024–2026) vest in Feb 2027 after the Committee determines performance (threshold 50% at 85% of goal; max 200% at 125% of goal; M&A impacts excluded) .
- RSUs granted 5/13/2022 vest 33.3% annually on each of May 13, 2023, 2024, and 2025 (subject to continued employment) .
- Equity grants are approved by the Compensation Committee and options are not priced below fair market value .
Employment Terms
| Term | Summary |
|---|---|
| Agreement term | Two-year rolling term for Edmonds; automatically extended daily to maintain a constant two-year remaining term . |
| Non-compete | 18 months post-termination for Edmonds; scope tied to ICE’s marketplaces, clearing, brokerage, and market data businesses in specified jurisdictions . |
| Non-solicit | 18 months post-termination; covers ICE/affiliate customers contacted or known during employment . |
| Confidentiality | During employment and ≥5 years post-termination; trade secret protections as long as secrets remain . |
| Severance (without Cause/Good Reason, unrelated to CIC) | Lump sum equal to remaining salary over contract term plus 2x the greater of (average last 3 bonuses, last bonus before termination); equity vesting limited to awards scheduled to vest within two years post-termination; 2 years’ COBRA cost cash payment . |
| Change-in-Control (double-trigger) | Upon qualifying termination following or within 180 days prior to CIC: lump sum 2x (salary + greater of average last 3 bonuses, last bonus before CIC, or last bonus before termination); full equity vesting of earned awards; in-progress performance awards vest based on actual performance after the period; 2 years’ COBRA cost cash payment . |
| Tax gross-ups | No Section 280G excise tax gross-ups . |
| Clawbacks | Mandatory Dodd-Frank 10D-1 policy for restatements (3-year lookback); additional misconduct/fraud recoupment policy . |
| 2024 Potential Payments — Christopher S. Edmonds | Termination by ICE unrelated to CIC | Termination following CIC |
|---|---|---|
| Cash severance ($) | 4,343,000 | 4,343,000 |
| Welfare benefits continuation (COBRA) ($) | 74,449 | 74,449 |
| Value of equity subject to acceleration ($) | 10,934,381 | 10,934,381 |
| Total ($) | 15,351,830 | 15,351,830 |
Investment Implications
- Incentive alignment is strong: 2024 cash bonuses were formulaic (70% adjusted operating income/30% net revenue) with no discretionary uplift, paying 108% of target, while PSU outcomes tied to relative TSR and EBITDA exceeded target (122.8% and 129.9%, respectively), underscoring a robust pay-for-performance design .
- Retention risk appears contained: a rolling 2-year contract, 18-month non-compete/non-solicit, double-trigger CIC severance (2x cash) and continued equity-based pay with multi-year vesting (including large unearned PSU overhang) incentivize tenure through 2026–2027 vesting events .
- Selling pressure watch-list: Edmonds had no option exercises in 2024 but had 12,538 shares vest; outstanding unearned PSUs (notably 27,515 2023 deal PSUs) and 2024–2026 three-year EBITDA PSUs could add supply at vesting; anti-hedging/anti-pledging rules reduce adverse alignment risks .
- Governance quality: strict clawbacks, no 280G gross-ups, options priced at fair market value, and meaningful ownership guidelines (4x salary; NEOs at 17x on average) signal shareholder-friendly policies .
- Pay mix trend: vs 2023 (which included one-time deal PSUs), 2024 equity grant values normalized while options and cash incentives modestly increased; continued shift to longer-term performance periods (eliminating 1-year PSU plans from 2025) lowers short-term risk and tightens long-term alignment .