Lord Hill of Oareford
Intercontinental ExchangeAbout Lord Hill of Oareford
Jonathan (Lord) Hill of Oareford was appointed to Intercontinental Exchange’s (ICE) Board on September 18, 2025, expanding the Board to 11 directors. He is a former European Commissioner for Financial Stability, Financial Services and the Capital Markets Union (2014–2016), served as Lead Non‑Executive Director at HM Treasury (2017–2024), and sits on the UK House of Lords Financial Services Regulation Select Committee (since 2024). He holds an MA in History from Cambridge; tenure at ICE began September 18, 2025.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HM Treasury (UK) | Lead Non‑Executive Director | 2017–2024 | Senior oversight at economic & finance ministry |
| European Commission | Commissioner for Financial Stability, Financial Services, and the Capital Markets Union | 2014–2016 | Oversaw EU financial regulation; represented EU in international negotiations |
| UK Government (Cabinet) | Leader of the House of Lords; Chancellor of the Duchy of Lancaster | 2013–2014 | Senior Cabinet roles |
| UK Government (DfE) | Parliamentary Under‑Secretary of State for Schools | 2010–2013 | Ministerial role |
| Strategic Communications (private) | Founder (consultancy) | 1998–2010 | Founded and exited prior to ministerial service |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| House of Lords Financial Services Regulation Select Committee | Member | Since 2024 | Parliamentary oversight of FS regulation |
| ICE Endex Markets B.V. (ICE subsidiary) | Director | Current | Annual board cash retainer €30,000 |
| ICE Futures Europe (IFEU) | Expected Director (subject to regulatory approval) | Pending | Annual cash retainer £75,000; annual $25,000 ICE RSUs upon appointment |
Board Governance
- Committee assignments/chair roles: None disclosed at the time of appointment; committee service (if any) will carry additional cash compensation per ICE policy.
- Independence: Not independent at this time due to 2024 consultancy payments from ICE subsidiary IFEU exceeding $120,000; consultancy ran 2018–May 19, 2025 at £15,000/month (paid £198,000 in 2024; £90,000 from Jan 1, 2025 to termination).
- Engagement/attendance: No attendance data yet disclosed for Lord Hill; appointment effective September 18, 2025.
Fixed Compensation
| Component | Amount | Vesting/Timing | Notes |
|---|---|---|---|
| ICE Board annual cash retainer | $100,000 | Annual (prorated from start date in 2025) | Standard non‑employee director retainer |
| ICE Endex board cash retainer | €30,000 | Annual | For Endex board service |
| IFEU board cash retainer (upon appointment) | £75,000 | Annual | Subject to regulatory approval and appointment |
Performance Compensation
| Equity Type | Grant Value | Vesting | Performance Metrics |
|---|---|---|---|
| ICE RSUs (ICE Board) | $235,000 | 1‑year vest; shares set by grant value/closing price | None (time‑based) |
| ICE RSUs (IFEU board, upon appointment) | $25,000 | 1‑year vest; shares set by grant value/closing price | None (time‑based) |
No options or performance share units are disclosed for Lord Hill’s director compensation; equity is time‑based RSUs with no performance conditions.
Other Directorships & Interlocks
- Public company directorships: None disclosed in ICE filings.
- ICE group interlocks: Current ICE Endex director; expected IFEU director; now on parent ICE Board (intra‑group board links).
- Government/regulatory affiliations: Member, House of Lords FS Regulation Select Committee (potentially valuable regulatory insight channel).
Expertise & Qualifications
- EU‑level financial regulation and international negotiations (former EU Commissioner for FISMA/CMU).
- UK economic policy oversight (Lead Non‑Executive, HM Treasury).
- Legislative and executive experience in UK government; geopolitical advisory experience to businesses in US/UK/EU.
- Academic: MA History, Cambridge University.
Equity Ownership
| Policy/Guideline | Requirement | Status/Notes |
|---|---|---|
| ICE Director Stock Ownership Guideline | 5x annual cash retainer | New directors have five years to comply; compliance monitored annually. No individual ownership disclosed upon appointment. |
Governance Assessment
- Independence risk/red flag: Recent paid consultancy to IFEU (ICE subsidiary) exceeding the $120,000 threshold in 2024 led the Nominating & Corporate Governance Committee and the Board to deem Lord Hill not independent at this time—expect scrutiny of independence timing and any future related‑party dealings.
- Related‑party/COI controls: Consultancy terminated May 19, 2025; standard terms included confidentiality and competitor restrictions. As a director, Lord Hill executed ICE’s Agreement Relating to Noncompetition and Other Covenants (consistent with other NEDs).
- Compensation structure: Balanced cash + time‑based RSUs (no performance risk‑taking incentives), with additional retainers for subsidiary boards—aligns with common exchange/market infra board pay but watch aggregate intra‑group fees during independence look‑back.
- Board effectiveness signal: Deep regulatory and policy expertise relevant to ICE’s regulated exchange/clearing operations in UK/EU; could enhance oversight on risk, policy and strategy; independence status should normalize prospectively once look‑back thresholds no longer apply.
Key Source Notes
- Appointment and background, independence determination, consultancy details, and compensation framework (cash and RSUs with proration): ICE Form 8‑K (Item 5.02 and Reg FD) dated Sept 18, 2025; ICE press release.
- Director stock‑ownership policy and compliance window for new directors: ICE 2025 DEF 14A.