STOCK TITAN

Incyte Corp (INCY) grants RSUs, options as CMO Stein sells 1,877 shares

(Moderate)
(Negative)
Form Type
4

Rhea-AI Filing Summary

Steven H. Stein, Incyte's CMO and Head of Late-Stage Development, reported July 16, 2026 equity activity including grants of 9,798 restricted stock units, 24,496 performance shares, and 42,298 stock options with an exercise price of 116.6500 per share, plus a sale of 1,877 common shares at 114.7300 per share. These transactions were made under a Rule 10b5-1 trading plan. The RSUs vest 25% annually over four years, the options vest over four years in 37 installments, and performance shares may earn up to 200% of one share based on three-year relative TSR versus a peer group.

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Insider Stein Steven H
Role CMO & Head of Late-Stage Dev.
Sold 1,877 shs ($215K)
Type Security Shares Price Value
Grant/Award Performance Shares F3 24,496 $0.00 --
Grant/Award Employee Stock Option (right to buy) F4 42,298 $0.00 --
Sale Common Stock 1,877 $114.73 $215K
Grant/Award Common Stock F1, F2 9,798 $0.00 --
Holdings After Transaction: Performance Shares — 24,496 shares (Direct); Employee Stock Option (right to buy) — 42,298 shares (Direct); Common Stock — 30,916 shares (Direct)
Footnotes (4)
  1. F1. Represents award of restricted stock units ("RSUs") that will vest 25% annually over four years. The RSUs may be settled only for shares of common stock on a one-for-one basis.
  2. F2. Including the July 16, 2026 grant, this includes an aggregate of 29,338 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance stock units that have not vested.
  3. F3. 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.
  4. F4. The July 16, 2026 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years. Remarks:
RSUs granted 9,798 shares Restricted stock units granted to Steven H. Stein on July 16, 2026
Performance shares granted 24,496 performance shares Performance share award to Stein on July 16, 2026
Stock options granted 42,298 options Employee stock options granted to Stein on July 16, 2026
Option exercise price 116.6500 per share Exercise price for the 42,298 options granted to Stein
Common shares sold 1,877 shares Sale of Incyte common stock by Stein on July 16, 2026
Sale price per share 114.7300 per share Price received per share in Stein's 1,877-share sale
Unvested RSUs and performance units 29,338 shares Aggregate shares issuable from Stein's unvested RSUs and earned performance units
Performance share maximum payout 200% Each performance share may earn up to 200% of one share of common stock
restricted stock units ("RSUs") financial
"Represents award of restricted stock units ("RSUs") that will vest 25% annually over four years."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
performance share financial
"Each performance share represents the right to receive up to 200% of one share of common stock."
A performance share is a grant of company stock given to employees or executives that is earned only if the business meets specified performance goals over a set period, similar to receiving a bonus that pays out in shares instead of cash. For investors, performance shares matter because they reveal how management is being rewarded and motivated, can create future share dilution when paid, and link executive pay directly to results that affect shareholder value.
relative total shareholder return ("TSR") financial
"based upon the issuer's relative total shareholder return ("TSR") over a three-year performance period."
Performance Share Award Agreement financial
"as set forth in the Performance Share Award Agreement."

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

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FAQ

What new equity awards did Incyte (INCY) grant to CMO Steven H. Stein?

Steven H. Stein received 9,798 RSUs, 24,496 performance shares and 42,298 stock options on July 16, 2026. The RSUs vest 25% annually over four years, while the options vest over four years in 37 installments tied to continued service.

How many Incyte (INCY) shares did Steven H. Stein sell, and at what price?

He sold 1,877 shares of Incyte common stock at 114.7300 per share on July 16, 2026. These transactions are indicated as occurring under a Rule 10b5-1 trading plan, suggesting execution according to a pre-established schedule.

What are the vesting terms for the RSUs granted to Incyte (INCY) CMO Stein?

The 9,798 restricted stock units vest 25% annually over four years. Each RSU may be settled only for one share of common stock on a one-for-one basis, providing time-based equity compensation linked to Stein's continued employment with Incyte.

How do Incyte (INCY) performance shares granted to Stein determine payout?

Each of the 24,496 performance shares can earn up to 200% of one share of common stock. The actual number earned depends on Incyte's relative total shareholder return (TSR) over a three-year period starting January 1, 2026 versus a fixed peer group.

What unvested equity does Steven H. Stein hold after the July 16, 2026 grants at INCY?

Including the July 16, 2026 RSU grant, Stein holds an aggregate of 29,338 shares of common stock issuable from previously reported RSUs and earned performance stock units that have not yet vested, representing his outstanding time- and performance-based equity awards.

Were Steven H. Stein's July 16, 2026 transactions in INCY under a trading plan?

The disclosure affirms a Rule 10b5-1 trading plan for these transactions. That means Stein's equity grants and the 1,877-share sale were executed according to pre-arranged instructions, reducing the role of discretionary timing in the reported activity.
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).
X
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*
Stein Steven H

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CMO & Head of Late-Stage Dev.
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock07/16/2026S1,877D$114.7321,118D
Common Stock07/16/2026A9,798(1)A$030,916(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Shares(3)07/16/2026A24,496 (3)07/16/2029Common Stock24,496$024,496D
Employee Stock Option (right to buy)$116.6507/16/2026A42,298 (4)07/15/2036Common Stock42,298$042,298D
Explanation of Responses:
1. Represents award of restricted stock units ("RSUs") that will vest 25% annually over four years. The RSUs may be settled only for shares of common stock on a one-for-one basis.
2. Including the July 16, 2026 grant, this includes an aggregate of 29,338 shares of common stock issuable pursuant to previously reported restricted stock units and earned performance stock units that have not vested.
3. 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.
4. The July 16, 2026 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years. Remarks:
Remarks:
/s/ Elizabeth Feeney, Attorney-In-Fact07/20/2026
** 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)