INCYTE CMO reports tax-withholding share disposition

INCYTE CORP chief medical officer Steven H. Stein reported an automatic share withholding to cover taxes tied to equity compensation.

Rhea-AI Filing Summary

INCYTE CORP chief medical officer Steven H. Stein reported an automatic share withholding to cover taxes tied to equity compensation. On this Form 4, 2,177 shares of common stock were withheld at an indicated value of $116.86 per share to satisfy tax withholding obligations when restricted stock units or earned performance shares settled.

After this tax-withholding disposition, Stein directly holds 76,150 shares of common stock. Footnote disclosure adds that his position also includes 73,591 shares of common stock underlying previously reported restricted stock units and earned performance shares that have not yet vested. This event reflects compensation-related tax treatment rather than an open-market sale.

Insider Trade Summary

Exercise Price or Tax Liability: 2,177 shares

Exercise Price or Tax Liability 1 txn

Insider Stein Steven H

Role CMO & Head of Late-Stage Dev.

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	2,177	$116.86	$254K

Holdings After Transaction: Common Stock — 76,150 shares (Direct)

Footnotes (2)

1. F1. Represents shares withheld automatically by the Issuer to satisfy tax withholding obligations due at settlement of RSUs or earned performance shares previously reported in Table I as common stock.
2. F2. This includes an aggregate of 73,591 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance shares that have not vested.

Key Figures

Shares withheld for taxes: 2,177 shares Implied value per share: $116.86 per share Shares held after transaction: 76,150 shares +1 more

4 metrics

Shares withheld for taxes 2,177 shares Tax-withholding disposition on common stock

Implied value per share $116.86 per share Value used for tax-withholding disposition

Shares held after transaction 76,150 shares Direct common stock holdings following disposition

Unvested RSUs and performance shares 73,591 shares Common stock issuable under unvested awards

Key Terms

restricted stock units, earned performance shares, tax withholding obligations, Form 4, +1 more

5 terms

restricted stock units financial

"shares withheld automatically by the Issuer to satisfy tax withholding obligations due at settlement of RSUs or earned performance shares"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

earned performance shares financial

"due at settlement of RSUs or earned performance shares previously reported in Table I as common stock"

tax withholding obligations financial

"shares withheld automatically by the Issuer to satisfy tax withholding obligations due at settlement of RSUs"

Form 4 regulatory

"INCYTE CORP chief medical officer Steven H. Stein reported an automatic share withholding on this Form 4"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

non-derivative financial

"transaction is reported as non-derivative common stock with a tax-withholding disposition code F"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did INCYTE CORP (INCY) report for Steven H. Stein?

INCYTE CORP reported that Steven H. Stein had 2,177 shares of common stock withheld to cover tax obligations on settling stock awards. The transaction is classified as a tax-withholding disposition rather than an open-market purchase or sale.

Was Steven H. Stein’s INCYTE (INCY) Form 4 transaction an open-market sale?

The filing shows no open-market sale. Instead, 2,177 shares were automatically withheld by INCYTE to satisfy tax withholding obligations when restricted stock units or earned performance shares settled as common stock.

How many INCYTE (INCY) shares does Steven H. Stein hold after this Form 4?

After the reported tax-withholding disposition, Steven H. Stein directly holds 76,150 shares of INCYTE common stock. Footnotes note an additional 73,591 shares underlying unvested restricted stock units and earned performance shares.

What price per share is associated with Steven H. Stein’s withheld INCYTE (INCY) shares?

The 2,177 shares withheld for tax purposes are shown at $116.86 per share. This figure reflects the value used for the tax-withholding disposition rather than a separately executed open-market trade price.

What do the unvested equity awards for Steven H. Stein at INCYTE (INCY) include?

Footnotes explain that Steven H. Stein’s holdings include 73,591 shares of common stock issuable under previously reported restricted stock units and earned performance shares. These shares have not yet vested and therefore are not currently outstanding stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/07/2026 - 04:09 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Stein Steven H

(Last) (First) (Middle)

1801 AUGUSTINE CUT-OFF

(Street)

WILMINGTON DELAWARE 19803

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
INCYTE CORP [ INCY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CMO & Head of Late-Stage Dev.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/02/2026		F		2,177(1)	D	$116.86	76,150(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld automatically by the Issuer to satisfy tax withholding obligations due at settlement of RSUs or earned performance shares previously reported in Table I as common stock.

2. This includes an aggregate of 73,591 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance shares that have not vested.

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	07/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)