Incyte director sells 15K shares after option exercise

INCYTE CORP director Paul J. Clancy completed an option exercise and share sale.

Rhea-AI Filing Summary

INCYTE CORP director Paul J. Clancy completed an option exercise and share sale. On May 19, 2026, he exercised non-qualified stock options to acquire 15,000 shares of common stock at $84.53 per share and sold 15,000 shares at $94.93 per share in an open-market transaction.

After these transactions, he directly owned 23,741 shares of common stock. This figure includes 2,518 shares issuable from previously reported restricted stock units that have not yet vested.

Insights

Equity compensation analyst

Director executed a routine exercise-and-sell, with a net share reduction.

Director Paul J. Clancy exercised non-qualified stock options for 15,000 Incyte common shares at an exercise price of $84.53 on May 19, 2026. The related derivative position was fully exercised, leaving no remaining options from this grant.

The same day, he sold 15,000 common shares at $94.93 per share in an open-market transaction, resulting in net selling of 15,000 shares. Following these moves, he directly held 23,741 shares, including 2,518 issuable under unvested restricted stock units, suggesting a remaining equity stake despite the sale.

Insider Trade Summary 10b5-1

Exercise and Sale: 15,000 shares ($156K approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Clancy Paul J

Role Director

Sold 15,000 shs ($1.42M)

Approx. gross sale proceeds $1.42M

Approx. exercise cost $1.27M

Approx. pre-tax spread $156K

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (right to buy)	15,000	$0.00	$0.00
Exercise	Common Stock	15,000	$84.53	$1.27M
Sale	Common Stock	15,000	$94.93	$1.42M

Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 0 contracts (Direct); Common Stock — 23,741 shares (Direct)

Footnotes (2)

1. F1. Includes an aggregate of 2,518 shares of common stock issuable pursuant to previously reported restricted stock units that have not vested.
2. F2. This option vests in full on the first anniversary of the date of grant, or if earlier, the date of the next regular annual meeting of the Company's stockholders or upon change of control (as defined in the option plan).

Key Figures

Shares sold: 15,000 shares Sale price: $94.93/share Options exercised: 15,000 shares +4 more

7 metrics

Shares sold 15,000 shares Common stock sold at $94.93 per share on May 19, 2026

Sale price $94.93/share Open-market sale of INCYTE CORP common stock

Options exercised 15,000 shares Non-qualified stock option exercise at $84.53 on May 19, 2026

Exercise price $84.53/share Non-qualified stock option (right to buy) exercise price

Shares held after transactions 23,741 shares Direct INCYTE CORP common stock ownership following May 19, 2026 trades

Unvested RSU-related shares 2,518 shares Issuable from previously reported restricted stock units, not yet vested

Option expiration May 26, 2026 Expiration date of exercised non-qualified stock option

Key Terms

Non-Qualified Stock Option, restricted stock units, open-market sale, derivative exercise/conversion, +1 more

5 terms

Non-Qualified Stock Option financial

"Non-Qualified Stock Option (right to buy)"

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

restricted stock units financial

"shares of common stock issuable pursuant to previously reported restricted stock units that have not vested"

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.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

beneficial ownership financial

"shares of common stock issuable pursuant to previously reported restricted stock units"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

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

What insider transactions did INCYTE CORP (INCY) director Paul J. Clancy report?

Paul J. Clancy reported exercising options for 15,000 INCYTE CORP shares and selling 15,000 common shares on May 19, 2026. The option exercise used a strike price of $84.53, while the sale occurred at $94.93 per share in an open-market transaction.

Did the INCY director’s Form 4 show an open-market sale of shares?

Yes. The Form 4 shows Paul J. Clancy executed an open-market sale of 15,000 INCYTE CORP common shares at $94.93 per share on May 19, 2026. This sale followed his exercise of options for the same number of shares that day.

How many INCYTE CORP shares does Paul J. Clancy hold after these transactions?

After the May 19, 2026 transactions, Paul J. Clancy directly holds 23,741 INCYTE CORP common shares. This total includes 2,518 shares issuable from previously reported restricted stock units that have not yet vested, as described in the Form 4 footnotes.

What were the key prices in Paul J. Clancy’s recent INCY option exercise and sale?

The Form 4 reports an option exercise price of $84.53 per share for 15,000 INCYTE CORP shares and an open-market sale price of $94.93 per share for 15,000 shares. Both transactions occurred on May 19, 2026, reflecting an exercise-and-sell pattern.

Did Paul J. Clancy’s Form 4 disclose any remaining options or only share holdings in INCY?

The filing shows a non-qualified stock option for 15,000 shares was fully exercised, leaving zero options from that grant after May 19, 2026. Post-exercise, the disclosure focuses on 23,741 common shares held, including 2,518 issuable under unvested restricted stock units.

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

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Accepted by SEC EDGAR 05/21/2026 - 04:02 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).

X

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^*

Clancy Paul J

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

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	05/19/2026		M		15,000	A	$84.53	38,741	D
Common Stock	05/19/2026		S		15,000	D	$94.93	23,741(1)	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
Non-Qualified Stock Option (right to buy)	$84.53	05/19/2026		M			15,000	(2)	05/26/2026	Common Stock	15,000	$0	0	D

Explanation of Responses:

1. Includes an aggregate of 2,518 shares of common stock issuable pursuant to previously reported restricted stock units that have not vested.

2. This option vests in full on the first anniversary of the date of grant, or if earlier, the date of the next regular annual meeting of the Company's stockholders or upon change of control (as defined in the option plan).

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	05/21/2026
	** 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)