Incyte EVP Lee granted options, performance shares

Incyte Corp EVP and Head of Incyte International Heeson Lee received new equity awards on July 23, 2026: 15,423 employee stock options at a $116.69 exercise price, expiring in 2036, and 13,498 performance shares, all reported as directly owned.

Rhea-AI Filing Summary

Incyte Corp EVP and Head of Incyte International Heeson Lee received new equity awards on July 23, 2026: 15,423 employee stock options at a $116.69 exercise price, expiring in 2036, and 13,498 performance shares, all reported as directly owned.

The options vest 25% after one year, then monthly over three years. Each performance share represents up to 200% of one common share, earned on relative total shareholder return over a three-year period starting January 1, 2026, with earned shares vesting on the third grant anniversary.

Insider Trade Summary

Grant/Award: 28,921 shares

Grant/Award 2 txns

Insider Heeson Lee

Role EVP, Head of Incyte Intl

Type	Security	Shares	Price	Value
Grant/Award	Employee Stock Option (right to buy) F1	15,423	$0.00	$0.00
Grant/Award	Performance Shares F2	13,498	$0.00	$0.00

Holdings After Transaction: Employee Stock Option (right to buy) — 15,423 contracts (Direct); Performance Shares — 13,498 contracts (Direct)

Footnotes (2)

1. F1. The July 23, 2026 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.
2. F2. Each performance share represents the right to receive up to 200% of one share of common stock. Such shares may be earned based upon the issuer's relative total shareholder return ("TSR") over a three-year performance period beginning on January 1, 2026 as compared to the TSR of companies in a fixed peer group, as set forth in the Performance Share Award Agreement. The earned shares will vest on the third anniversary of the grant date subject to the Reporting Person's continued service with the issuer.

Key Figures

Stock options granted: 15,423 options Option exercise price: $116.69 per share Option expiration: 2036-07-22 +4 more

7 metrics

Stock options granted 15,423 options Employee stock options granted on July 23, 2026

Option exercise price $116.69 per share Exercise price for employee stock options

Option expiration 2036-07-22 Expiration date of employee stock options

Performance shares granted 13,498 performance shares Performance share award on July 23, 2026

Performance share payout multiple Up to 200% of one share Maximum shares deliverable per performance share based on TSR

Performance period start January 1, 2026 Start of three-year TSR performance period for performance shares

Option vesting schedule 25% after one year; remainder monthly over three years Time-based vesting for stock options

Key Terms

Employee Stock Option, Performance Shares, relative total shareholder return ("TSR"), fixed peer group, +1 more

5 terms

Employee Stock Option financial

"The July 23, 2026 options become exercisable in 37 installments"

An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.

Performance Shares financial

"Each performance share represents the right to receive up to 200% of one share"

Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.

relative total shareholder return ("TSR") financial

"earned based upon the issuer's relative total shareholder return ("TSR") over a three-year period"

fixed peer group financial

"as compared to the TSR of companies in a fixed peer group"

Performance Share Award Agreement financial

"as set forth in the Performance Share Award Agreement"

FAQ

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

What equity awards did Incyte (INCY) grant to EVP Heeson Lee?

Incyte granted EVP Heeson Lee 15,423 employee stock options at a $116.69 exercise price and 13,498 performance shares. Both awards relate to common stock and are reported as directly owned.

What are the vesting terms of Heeson Lee’s new Incyte (INCY) stock options?

The options vest 25% after one year, with the remaining 75% vesting monthly over three years. This creates a four-year vesting schedule tied to Lee’s continued service with the company.

How do the new Incyte (INCY) performance shares for Heeson Lee work?

Each performance share can deliver up to 200% of one common share, depending on Incyte’s relative total shareholder return over a three-year performance period starting January 1, 2026. Earned shares vest on the third anniversary of the grant date.

What is the exercise price and expiration date of Heeson Lee’s Incyte (INCY) options?

The employee stock options have a $116.69 exercise price and an expiration date in 2036. These options give Lee the right to buy Incyte common stock at that fixed price if and when they vest and are exercised.

Are Heeson Lee’s new Incyte (INCY) awards time-based, performance-based, or both?

The stock options are primarily time-based, vesting over four years, while the performance shares are performance-based, earned on relative total shareholder return over three years, with vesting on the third anniversary of the grant.

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

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Available on EDGAR 07/27/2026 - 06:23 PM Accepted by SEC EDGAR 07/27/2026 - 06:23 PM 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^*

Heeson Lee

(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)
	EVP, Head of Incyte Intl

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026

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

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)	$116.69	07/23/2026		A		15,423		(1)	07/22/2036	Common Stock	15,423	$0	15,423	D
Performance Shares	(2)	07/23/2026		A		13,498		(2)	07/23/2029	Common Stock	13,498	$0	13,498	D

Explanation of Responses:

1. The July 23, 2026 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.

2. Each performance share represents the right to receive up to 200% of one share of common stock. Such shares may be earned based upon the issuer's relative total shareholder return ("TSR") over a three-year performance period beginning on January 1, 2026 as compared to the TSR of companies in a fixed peer group, as set forth in the Performance Share Award Agreement. The earned shares will vest on the third anniversary of the grant date subject to the Reporting Person's continued service with the issuer.

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	07/27/2026
	** 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)