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  4. [Form 4] INCYTE CORP Insider Trading Activity

Baker Bros. entities (NASDAQ: INCY) get RSUs, 6,111 options at $100.64

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BAKER BROS. ADVISORS LP reported acquisition or exercise transactions in this Form 4 filing.

INCYTE CORP director representative entities report equity awards tied to Julian C. Baker’s board service. On June 8, 2026, Baker-related fund entities were granted 1,642 restricted stock units and 6,111 non-qualified stock options linked to Incyte common stock as director compensation.

The stock options carry a $100.64 strike price and expire on June 7, 2036. Both the RSUs and options vest on the earlier of June 8, 2027, the next Incyte annual stockholder meeting, or a change in control, subject to Julian C. Baker’s continued board service. The filing states Baker Bros. Advisors LP has voting and dispositive power over these awards, while Julian C. Baker and Felix J. Baker are described as having only indirect pecuniary interests through their fund and general partner ownership.

Positive

  • None.

Negative

  • None.
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 Non-Qualified Stock Options (right to buy) 6,111 $0.00 --
Grant/Award Non-Qualified Stock Options (right to buy) 6,111 $0.00 --
Grant/Award Common Stock 1,642 $0.00 --
Grant/Award Common Stock 1,642 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Non-Qualified Stock Options (right to buy) — 6,111 shares (Indirect, See Footnotes); Common Stock — 2,834,681 shares (Indirect, See Footnotes); Common Stock — 278,773 shares (Direct, null)
Footnotes (1)
  1. Includes 1,642 restricted stock units (each an "RSU") payable solely in common stock ("Common Stock") of Incyte Corporation (the "Issuer") granted by the Issuer to Julian C. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP"), on June 8, 2026, pursuant to the Issuer's Amended and Restated 2010 Stock Incentive Plan (the "Incentive Plan"). The RSUs fully vest on the earlier of June 8, 2027, the date of the next annual meeting of stockholders of the Issuer or upon a change in control as defined in the Incentive Plan, subject to Julian C. Baker's continuous service on the board of directors of the Issuer (the "Board") through the vesting date. Julian C. Baker serves on 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 transactions 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 and the non-qualified options to purchase Common Stock of the Issuer ("Stock Options") reported in column 9 of Table II 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 or held for the benefit of the Funds. 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 or held 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 or held 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 or held 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 Incentive Plan in lieu of director retainer fees, 14,722 shares of Common Stock received previously from vested RSUs and 245,000 shares of Common Stock received previously from the exercise of 245,000 Stock Options that were issued to Julian C. Baker in his capacity as a director of the Issuer, each 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 Stock Options, RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs. The acquisitions of the RSUs and Stock Options reported on this form represent grants to Julian C. Baker of 1,642 RSUs on Table I and 6,111 Stock Options on Table II. These grants of 1,642 RSUs and 6,111 Stock Options for Julian C. Baker are reported for each of the Funds as each has an indirect pecuniary interest in such securities. After giving effect to the transactions 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 and the Stock Options reported in column 9 of Table II 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. Common Stock directly held by Felix J. Baker. 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. Includes 6,111 Stock Options granted by the Issuer to Julian C. Baker on June 8, 2026, pursuant to the Incentive Plan. The Stock Options have a strike price of $100.64 and vest on the earlier of June 8, 2027, the date of the next annual meeting of stockholders of the Issuer or upon a change in control as defined in the Incentive Plan, subject to Julian C. Baker's continuous service on the Board through the vesting date. The Stock Options expire on June 7, 2036.
RSU grant size 1,642 RSUs Granted June 8, 2026 as director compensation under Incentive Plan
Option grant size 6,111 options Non-qualified stock options linked to INCYTE common stock
Option strike price $100.64 per share Conversion or exercise price for 6,111 stock options
Option expiration June 7, 2036 Expiration date for 6,111 non-qualified stock options
Fund indirect holdings 28,205,360 shares Common stock indirectly held after transactions by a fund entity
Second fund indirect holdings 2,834,681 shares Common stock indirectly held after transactions by another fund entity
Direct holdings Julian C. Baker 281,190 shares Common stock directly held by Julian C. Baker
Direct holdings Felix J. Baker 278,773 shares Common stock directly held by Felix J. Baker
restricted stock units financial
"Includes 1,642 restricted stock units (each an "RSU") payable solely in common stock"
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
"Includes 6,111 Stock Options granted by the Issuer to Julian C. Baker"
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"
voting and dispositive power financial
"the Adviser has voting and dispositive power over the Stock Options, RSUs"
Amended and Restated 2010 Stock Incentive Plan financial
"granted by the Issuer to Julian C. Baker ... pursuant to the Issuer's Amended and Restated 2010 Stock Incentive Plan"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
BAKER BROS. ADVISORS LP
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/08/2026A1,642(1)A$02,834,681ISee Footnotes(2)(3)(4)(5)(6)(7)(8)
Common Stock06/08/2026A1,642(1)A$028,205,360ISee Footnotes(3)(4)(5)(6)(7)(8)(9)
Common Stock278,773D(10)
Common Stock281,190D(11)
Common Stock33,410ISee Footnotes(12)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Options (right to buy)$100.6406/08/2026A6,111(13) (13)06/07/2036Common Stock6,111$06,111ISee Footnotes(2)(3)(4)(6)(7)(8)
Non-Qualified Stock Options (right to buy)$100.6406/08/2026A6,111(13) (13)06/07/2036Common Stock6,111$06,111ISee Footnotes(3)(4)(6)(7)(8)(9)
1. Name and Address of Reporting Person*
BAKER BROS. ADVISORS LP
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
667, L.P.
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Baker Bros. Advisors (GP) LLC
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Baker Brothers Life Sciences LP
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
BAKER FELIX
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
BAKER JULIAN
(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR
(Street)
NEW YORK NEW YORK 10014
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Includes 1,642 restricted stock units (each an "RSU") payable solely in common stock ("Common Stock") of Incyte Corporation (the "Issuer") granted by the Issuer to Julian C. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP"), on June 8, 2026, pursuant to the Issuer's Amended and Restated 2010 Stock Incentive Plan (the "Incentive Plan"). The RSUs fully vest on the earlier of June 8, 2027, the date of the next annual meeting of stockholders of the Issuer or upon a change in control as defined in the Incentive Plan, subject to Julian C. Baker's continuous service on the board of directors of the Issuer (the "Board") through the vesting date. Julian C. Baker serves on 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.
2. After giving effect to the transactions 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 and the non-qualified options to purchase Common Stock of the Issuer ("Stock Options") reported in column 9 of Table II 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.
3. 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 or held for the benefit of the Funds. 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 or held 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 or held for the benefit of the Funds.
4. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or held 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.
5. Includes beneficial ownership of 15,105 shares of Common Stock previously issued to Julian C. Baker pursuant to the Incentive Plan in lieu of director retainer fees, 14,722 shares of Common Stock received previously from vested RSUs and 245,000 shares of Common Stock received previously from the exercise of 245,000 Stock Options that were issued to Julian C. Baker in his capacity as a director of the Issuer, each of which the Funds are deemed to own a portion.
6. 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.
7. Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the Stock Options, RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs.
8. The acquisitions of the RSUs and Stock Options reported on this form represent grants to Julian C. Baker of 1,642 RSUs on Table I and 6,111 Stock Options on Table II. These grants of 1,642 RSUs and 6,111 Stock Options for Julian C. Baker are reported for each of the Funds as each has an indirect pecuniary interest in such securities.
9. After giving effect to the transactions 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 and the Stock Options reported in column 9 of Table II 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.
10. Common Stock directly held by Julian C. Baker.
11. Common Stock directly held by Felix J. Baker.
12. 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.
13. Includes 6,111 Stock Options granted by the Issuer to Julian C. Baker on June 8, 2026, pursuant to the Incentive Plan. The Stock Options have a strike price of $100.64 and vest on the earlier of June 8, 2027, the date of the next annual meeting of stockholders of the Issuer or upon a change in control as defined in the Incentive Plan, subject to Julian C. Baker's continuous service on the Board through the vesting date. The Stock Options expire on June 7, 2036.
Remarks:
Julian C. Baker, a managing member of Baker Bros. Advisors (GP) LLC, the sole general partner of Baker Bros. Advisors LP, is a director of Incyte Corporation (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons other than Julian C. Baker are deemed directors by deputization of the Issuer.
By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing06/10/2026
Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to 667, L.P., pursuant to authority granted by Baker Biotech Capital, L.P., GP to 667, L.P. Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing06/10/2026
/s/ Julian C. Baker06/10/2026
By: Baker Bros. Advisors (GP) LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing06/10/2026
Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to BAKER BROTHERS LIFE SCIENCES, L.P.,pursuant to authority granted by Baker Brothers Life Sciences Capital, L.P., GP to Baker Brothers Life Sciences, L.P., /s/ Name: Scott L. Lessing, Title: President06/10/2026
/s/ Felix J. Baker06/10/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Baker-affiliated entities receive in INCYTE (INCY)?

Baker-affiliated fund entities received 1,642 restricted stock units and 6,111 non-qualified stock options tied to INCYTE common stock. These awards were granted as compensation for Julian C. Baker’s service on Incyte’s board under the company’s Amended and Restated 2010 Stock Incentive Plan.

What is the strike price and term of the new INCYTE stock options?

The new non-qualified stock options have a strike price of $100.64 and cover 6,111 shares of INCYTE common stock. According to the filing, these options expire on June 7, 2036, giving a long-dated window once they vest and become exercisable, subject to plan terms.

Who holds voting and investment power over the INCYTE awards in this Form 4?

The filing states Baker Bros. Advisors LP has voting and dispositive power over the stock options, RSUs, and any INCYTE shares issued from them. Julian and Felix Baker, and related general partners, disclaim beneficial ownership beyond their indirect pecuniary interests through the funds and associated entities.

How do Julian and Felix Baker participate economically in these INCYTE awards?

Julian and Felix Baker are described as having indirect pecuniary interests through ownership in the funds and their general partners. The funds are entitled to indirect proportionate pecuniary interests in the RSUs, stock options, and any INCYTE common stock issued upon exercise or vesting tied to board compensation.