The merger also must be approved by regulators in Europe. The NYSE's parent is NYSE Euronext, which includes stock exchanges in Europe. The European Commission, the executive body of the 28-nation European Union, gave its approval in June.
The deal is expected to close in the fall.
For each share of NYSE Euronext stock they own, shareholders would be able to choose either $33.12 in cash, about a quarter-share of ICE, or a combination of $11.27 in cash and around one-sixth of a share of ICE.
ICE's offer was valued at $8 billion when it was announced in December. Based on ICE's current share price, the deal would be worth about $10 billion.
ICE shares were up 79 cents at $181.14 in afternoon trading Friday on the NYSE. That compares with $130.1 on Dec. 20, the day the proposed merger was announced. NYSE Euronext shares rose 18 cents Friday to $42.03. They traded at $32.25 on Dec. 20.
"We welcome the (SEC) decision," NYSE Euronext spokesman Rich Adamonis said.
ICE spokeswoman Kelly Loeffler said, "We're pleased to receive approval."
ICE has said that little would change for the NYSE trading floor known as the Big Board at the corner of Wall and Broad streets in Manhattan's financial district. But the NYSE'S clout has been eroded by the rapid advance of technological and regulatory changes. Its importance today is mostly symbolic.
While brokerage fees for stock trading have declined, futures exchanges like ICE have retained solid profit margins. Futures contracts are written by exchanges and must be bought and sold in the same place unlike stocks, which can be traded on any exchange.
Buyers of futures contracts commit to buy something at a specified date and price, such as agricultural products like wheat, corn and soybeans; energy commodities like crude oil, natural gas and gasoline; and stock indexes and other financial futures. Futures can be used to lock in prices as a hedge against future price movements. They're also used by traders to speculate on prices.