Incyte (INCY) EVP Morrissey has 185 shares withheld for RSU tax

Rhea-AI Filing Summary

Incyte Corporation executive Michael James Morrissey reported a small share withholding related to equity compensation. On February 2, 2026, 185 shares of Incyte common stock were withheld at $102.67 per share to cover tax obligations from previously granted restricted stock units.

After this withholding, Morrissey beneficially owns 34,065 shares of Incyte common stock directly. This total includes 22,560 shares tied to previously reported restricted stock units and earned performance stock units that are not yet vested, reflecting ongoing equity-based compensation rather than an open-market sale.

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).

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^*

Morrissey Michael James

(Last) (First) (Middle)

1801 AUGUSTINE CUT-OFF

(Street)

WILMINGTON DE 19803

(City) (State) (Zip)

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 Tech. Operations

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

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

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

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

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	02/02/2026		F		185(1)	D	$102.67	34,065(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 restricted stock units previously reported in Table I as common stock.

2. This includes an aggregate of 22,560 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance stock units that have not vested.

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	02/04/2026
	** 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.

FAQ

What insider transaction did Incyte (INCY) report for Michael James Morrissey?

Incyte executive Michael James Morrissey reported a withholding of 185 shares of common stock. These shares were automatically retained by the company to satisfy tax obligations arising from the settlement of previously granted restricted stock units, rather than being sold in the open market.

On what date did the reported Incyte (INCY) insider transaction occur?

The reported insider transaction for Incyte executive Michael James Morrissey occurred on February 2, 2026. On that date, 185 shares of common stock were withheld to cover tax withholding obligations related to the vesting and settlement of restricted stock units.

How many Incyte (INCY) shares were withheld and at what price?

A total of 185 Incyte common shares were withheld at a price of $102.67 per share. This withholding was done automatically by the company to satisfy Morrissey’s tax obligations when his previously awarded restricted stock units settled.

How many Incyte (INCY) shares does Michael James Morrissey own after this transaction?

Following the February 2, 2026 transaction, Michael James Morrissey beneficially owns 34,065 Incyte common shares directly. This figure reflects his holdings after the 185-share tax withholding related to the settlement of restricted stock units previously granted to him.

What portion of Michael James Morrissey’s Incyte (INCY) holdings are unvested equity awards?

Morrissey’s reported holdings include 22,560 shares of Incyte common stock tied to unvested awards. These shares are issuable pursuant to previously reported restricted stock units and earned performance stock units that have not yet vested, indicating a substantial component of equity-based compensation.

Was the Incyte (INCY) insider transaction a market sale by Michael James Morrissey?

No, the transaction was not a market sale. The 185 Incyte shares were withheld automatically by the company to cover Morrissey’s tax withholding obligations upon settlement of restricted stock units, rather than being sold on the open market to third-party buyers.