Incyte (INCY) grants 400 shares to Baker Bros–affiliated entities
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
BAKER BROS. ADVISORS LP reported acquisition or exercise transactions in this Form 4 filing.
INCYTE CORP reported that investment entities affiliated with Baker Bros. Advisors received a grant of 400 shares of Common Stock as director compensation in lieu of a $40,500 quarterly retainer. Following this award, Baker Bros.–related funds report indirect holdings of up to 28,205,760 Incyte shares, while Julian and Felix Baker also hold additional direct and partnership stakes.
Positive
- None.
Negative
- None.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
BAKER BROS. ADVISORS LP, 667, L.P., Baker Bros. Advisors (GP) LLC, Baker Brothers Life Sciences LP, BAKER FELIX, BAKER JULIAN
Role
null | null | null | null | null | null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 400 | $0.00 | -- |
| Grant/Award | Common Stock | 400 | $0.00 | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 2,835,081 shares (Indirect, See Footnotes);
Common Stock — 278,773 shares (Direct, null)
Footnotes (1)
- Includes 400 shares of common stock ("Common Stock") of Incyte Corporation (the "Issuer") issued to Julian C. Baker pursuant to the Issuer's Amended and Restated 2010 Stock Incentive Plan (the "Stock Incentive Plan") in lieu of quarterly director retainer fees of $40,500. The shares of Common Stock are fully vested. Julian C. Baker serves on the Issuer's board of directors (the "Board") as a representative of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") and their affiliates and control persons. After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I held directly by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667. Baker Bros. Advisors LP (the "Adviser") serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds or for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose. Includes beneficial ownership of 15,105 shares of Common Stock previously issued to Julian C. Baker pursuant to the Stock Incentive Plan in lieu of director retainer fees, 14,722 shares of Common Stock received previously from vested restricted stock units payable solely in Common Stock (each an "RSU"), 1,642 shares of Common Stock underlying unvested RSUs and 245,000 shares of Common Stock received previously from the exercise of 245,000 non-qualified stock options exercisable solely into Common Stock ("Stock Options") that were issued to Julian C. Baker in his capacity as a director of the Issuer, of which the Funds are deemed to own a portion. Pursuant to the policies of the Adviser, Julian C. Baker does not have a right to any of the Issuer's securities issued as compensation for his service on the Board, and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in such securities. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the shares of Common Stock, Stock Options, Common Stock issued upon exercise of Stock Options, RSUs and Common Stock received upon vesting of RSUs (i.e. no direct pecuniary interest) issued as compensation for such Board service. Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the Common Stock received in lieu of director retainer fees, Stock Options, RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs. The acquisitions of RSUs reported on this form represent a single grant of 400 RSUs on Table I. The 400 RSUs are reported for each of the Funds as each has an indirect pecuniary interest in such securities. After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I held directly by or held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences. Common Stock directly held by Julian C. Baker, a managing member of the Adviser GP. Common Stock directly held by Felix J. Baker, a managing member of the Adviser GP. Julian C. Baker and Felix J. Baker may be deemed to have an indirect pecuniary interest in 33,410 shares of Common Stock directly held by FBB Associates. Julian C. Baker and Felix J. Baker are the sole partners of FBB Associates. Julian C. Baker and Felix J. Baker disclaim beneficial ownership of the securities held directly by FBB Associates except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that Julian C. Baker or Felix J. Baker is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
Key Figures
Director stock grant: 400 shares
Retainer fee value: $40,500
Indirect fund holding: 28,205,760 shares
+4 more
7 metrics
Director stock grant
400 shares
Common Stock granted in lieu of quarterly director fees
Retainer fee value
$40,500
Quarterly director retainer replaced by stock grant
Indirect fund holding
28,205,760 shares
Common Stock indirectly held by a Baker Bros–related fund
Second fund holding
2,835,081 shares
Common Stock indirectly held by another Baker Bros–related fund
Julian Baker direct holding
281,190 shares
Common Stock directly held by Julian C. Baker
Felix Baker direct holding
278,773 shares
Common Stock directly held by Felix J. Baker
FBB Associates holding
33,410 shares
Common Stock directly held by FBB Associates partnership
Key Terms
Amended and Restated 2010 Stock Incentive Plan, restricted stock units, non-qualified stock options, indirect pecuniary interest, +1 more
5 terms
Amended and Restated 2010 Stock Incentive Plan financial
"issued to Julian C. Baker pursuant to the Issuer's Amended and Restated 2010 Stock Incentive Plan"
restricted stock units financial
"received previously from vested restricted stock units payable solely in Common Stock (each an "RSU")"
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.
non-qualified stock options financial
"exercise of 245,000 non-qualified stock options exercisable solely into Common Stock ("Stock Options")"
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
indirect pecuniary interest financial
"each may be deemed to have an indirect pecuniary interest in Common Stock reported"
voting and dispositive power financial
"the Adviser has voting and dispositive power over the Common Stock received in lieu of director retainer fees"
FAQ
What insider transaction did INCYTE CORP (INCY) disclose for Baker Bros entities?
Incyte disclosed a grant of 400 shares of Common Stock to Baker Bros–affiliated entities as director compensation. The award was given in lieu of a $40,500 quarterly retainer and is fully vested under Incyte’s Amended and Restated 2010 Stock Incentive Plan.
How are Julian and Felix Baker’s interests in INCYTE (INCY) characterized in the filing?
Julian and Felix Baker are described as having indirect pecuniary interests in shares held by various Baker funds and partnerships. The filing states they disclaim beneficial ownership beyond their economic interests, reflecting complex fund structures and advisory arrangements around the Incyte holdings.