Incyte (NASDAQ: INCY) R&D head exercises options, sells 18,667 shares

Rhea-AI Filing Summary

INCYTE CORP President, R&D Pablo J. Cagnoni exercised stock options and then sold shares in a routine liquidity transaction. He exercised options to acquire 7,166 shares of common stock at $61.18 per share and 11,501 shares at $64.25 per share, totaling 18,667 shares. On the same day, he sold 18,667 common shares at an average price of $94.24 per share. After these transactions, his reported direct ownership was 234,800 common shares, which the notes state includes 229,661 shares underlying previously reported unvested restricted and performance stock units.

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

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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^*

CAGNONI PABLO J

(Last) (First) (Middle)

1801 AUGUSTINE CUT-OFF

(Street)

WILMINGTON DELAWARE 19083

(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)
	President, R&D

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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	03/17/2026		M		7,166	A	$61.18	241,966	D
Common Stock	03/17/2026		M		11,501	A	$64.25	253,467	D
Common Stock	03/17/2026		S		18,667	D	$94.24	234,800(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
Employee Stock Option (right to buy)	$61.18	03/17/2026		M			7,166	(2)	01/17/2034	Common Stock	7,166	$0	9,102	D
Employee Stock Option (right to buy)	$64.25	03/17/2026		M			11,501	(3)	07/14/2034	Common Stock	11,501	$0	32,910	D

Explanation of Responses:

1. This includes an aggregate of 229,661 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance stock units that have not vested.

2. Beginning January 18, 2024, options become exercisable in 37 installments, with the first 25% vesting on July 14, 2024 and the remainder vesting monthly over three years.

3. The July 15, 2024 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	03/19/2026
	** 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)

FAQ

What insider transactions did INCYTE (INCY) report for Pablo J. Cagnoni?

Pablo J. Cagnoni exercised options and sold shares. He exercised options for 18,667 INCYTE common shares at strike prices of $61.18 and $64.25, then sold 18,667 shares at an average price of $94.24 on the same date.

How many INCYTE (INCY) shares did Pablo J. Cagnoni sell in this Form 4?

Cagnoni sold 18,667 INCYTE common shares. The Form 4 shows an open-market sale of 18,667 shares at an average price of $94.24 per share, following the exercise of employee stock options for the same number of shares.

At what prices did Pablo J. Cagnoni exercise INCYTE (INCY) stock options?

He exercised options at two strike prices. The filing shows exercises of employee stock options for 7,166 shares at $61.18 per share and 11,501 shares at $64.25 per share, converting them into INCYTE common stock.

How many INCYTE (INCY) shares does Pablo J. Cagnoni hold after these transactions?

His reported direct ownership is 234,800 common shares. The Form 4 states this post-transaction balance, and a footnote explains it includes 229,661 shares underlying previously reported unvested restricted stock units and earned performance stock units.

What do the unvested stock units mean in Pablo J. Cagnoni’s INCYTE (INCY) holdings?

A large portion of his reported holdings are unvested awards. A footnote notes 229,661 shares are issuable from previously reported restricted stock units and earned performance stock units that have not yet vested, so they are contingent on future vesting conditions.

Were any INCYTE (INCY) derivative positions left after Pablo J. Cagnoni’s option exercises?

The filing shows the exercised options and no remaining listed derivatives. Two employee stock option positions were exercised into common stock, and the derivative summary in this Form 4 does not list additional remaining derivative positions for these transactions.