INCYTE (INCY) CEO’s RSU tax withholding adjusts reported share holdings

Rhea-AI Filing Summary

INCYTE CORP Chief Executive Officer and President William Meury reported a routine tax-related share disposition. On July 2, 2026, 4,779 shares of common stock were withheld at $116.86 per share to cover tax obligations tied to previously granted RSUs and earned performance shares.

After this automatic withholding, Meury directly owns 156,322 shares of common stock. Footnotes state this total includes 152,076 shares issuable from restricted stock units and earned performance shares that have not yet vested, highlighting that most of his reported position remains unvested equity awards rather than freely tradable shares.

Insights

Equity Compensation Analyst

Routine tax withholding on vested awards, not an open-market sale.

The transaction reflects 4,779 shares of INCYTE CORP common stock withheld at $116.86 per share to satisfy tax obligations on RSUs or performance shares that settled. Code F and the footnote confirm this was an automatic mechanism, not a discretionary market trade.

Following the withholding, William Meury holds 156,322 shares directly, including 152,076 shares tied to unvested restricted stock units and earned performance shares. This indicates most of his exposure remains through ongoing equity awards, so the filing mainly updates administrative details rather than signaling a change in sentiment.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Meury William

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,779	$116.86	$558K

Holdings After Transaction: Common Stock — 156,322 shares (Direct, null)

Footnotes (1)

1. Represents shares withheld automatically by the Issuer to satisfy tax withholding obligations due at settlement of RSUs or earned performance shares previously reported in Table I as common stock. This includes an aggregate of 152,076 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance shares that have not vested.

Key Figures

Tax-withheld shares: 4,779 shares Withholding price: $116.86 per share Shares held after transaction: 156,322 shares +1 more

4 metrics

Tax-withheld shares 4,779 shares Common stock withheld for tax obligations on July 2, 2026

Withholding price $116.86 per share Value used for tax withholding on 4,779 shares

Shares held after transaction 156,322 shares Directly owned common stock following tax withholding

Unvested equity awards 152,076 shares Shares issuable from unvested RSUs and earned performance shares

Key Terms

restricted stock units, earned performance shares, tax withholding obligations, Form 4 code F

4 terms

restricted stock units financial

"issuable pursuant to previously reported restricted stock units and earned performance shares 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.

earned performance shares financial

"RSUs or earned performance shares previously reported in Table I as common stock"

tax withholding obligations financial

"shares withheld automatically by the Issuer to satisfy tax withholding obligations due at settlement"

Form 4 code F regulatory

"Payment of exercise price or tax liability by delivering securities"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/07/2026 - 04:10 PM Accepted by SEC EDGAR 07/07/2026 - 04:09 PM Learn about SEC filing dates

FAQ

What insider transaction did INCYTE CORP (INCY) CEO William Meury report?

William Meury reported 4,779 INCYTE CORP common shares disposed as tax withholding. The shares were automatically withheld to cover tax obligations when RSUs or earned performance shares settled, rather than sold in the open market.

Was the INCYTE CORP insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The 4,779 INCYTE CORP shares were withheld automatically by the company to satisfy tax withholding obligations upon settlement of RSUs or earned performance shares, categorized under Form 4 code F.

At what price were INCYTE CORP shares withheld for William Meury’s tax obligations?

The 4,779 INCYTE CORP common shares were withheld at a price of $116.86 per share. This value reflects the share price used to calculate the tax withholding amount when the related RSUs or performance shares settled.

How many INCYTE CORP shares does William Meury hold after this Form 4 transaction?

After the tax-withholding disposition, William Meury directly holds 156,322 INCYTE CORP common shares. Footnotes explain this total includes 152,076 shares issuable from previously reported restricted stock units and earned performance shares that have not yet vested.

What do the unvested equity awards for INCYTE CORP’s CEO consist of?

The filing states that 152,076 INCYTE CORP shares are issuable under unvested restricted stock units and earned performance shares. These awards have been granted and earned but have not fully vested, so they represent ongoing equity-based compensation rather than freely tradable stock.

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^*

Meury William

(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
X	Officer (give title below)	X	Other (specify below)
	Chief Executive Officer		President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026

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	07/02/2026		F		4,779(1)	D	$116.86	156,322(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 RSUs or earned performance shares previously reported in Table I as common stock.

2. This includes an aggregate of 152,076 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance shares that have not vested.

Remarks:

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