What performance metric determines Michael Morrissey’s Incyte (INCY) performance share payout?

The payout on Morrissey’s performance shares is tied to relative total shareholder return (TSR) over a three-year period beginning January 1, 2026. Incyte’s TSR is compared with a fixed peer group, as detailed in the Performance Share Award Agreement.

Incyte (NASDAQ: INCY) awards EVP stock options, 8,999 performance shares

Q: What equity awards did Incyte (INCY) executive Michael James Morrissey receive?

On July 23, 2026, Michael James Morrissey received 6,426 stock options and 8,999 performance shares from Incyte. The options have a fixed exercise price, while the performance shares can deliver up to 200% of one common share each, depending on performance.

Q: What are the key terms of Michael Morrissey’s 6,426 Incyte (INCY) stock options?

Morrissey’s award includes 6,426 stock options with an exercise price of $116.69 per share . The options vest in 37 installments: 25% after one year, then the remainder monthly over three years, and they expire on July 22, 2036.

Q: How do the 8,999 performance shares granted by Incyte (INCY) to Morrissey work?

Morrissey received 8,999 performance shares , each representing the right to receive up to 200% of one share of common stock. The number of shares earned depends on Incyte’s relative total shareholder return over a three-year performance period versus a fixed peer group.

Q: Over what period is performance measured for Incyte (INCY) performance shares?

For Morrissey’s award, performance is measured over a three-year period starting January 1, 2026 . Incyte’s relative TSR during this period, compared to a fixed peer group, determines how many shares each performance share ultimately delivers.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Michael James Morrissey, EVP and Head of Technical Operations at Incyte, received two equity awards on July 23, 2026. He was granted 6,426 stock options with a $116.69 exercise price, vesting 25% after one year then monthly over three years, expiring July 22, 2036. He also received 8,999 performance shares, each representing the right to receive up to 200% of one common share based on relative three-year TSR versus a fixed peer group, with earned shares vesting on the third anniversary of the grant, subject to continued service.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Morrissey Michael James

Role EVP, Head of Tech. Operations

Type	Security	Shares	Price	Value
Grant/Award	Employee Stock Option (right to buy) ^F1	6,426	$0.00	$0.00
Grant/Award	Performance Shares ^F2	8,999	$0.00	$0.00

Holdings After Transaction: Employee Stock Option (right to buy) — 6,426 shares (Direct); Performance Shares — 8,999 shares (Direct)

Footnotes (2)

F1. The July 23, 2026 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.
F2. 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.

Key Figures

Stock options granted: 6,426 shares Option exercise price: $116.6900 per share Option expiration date: July 22, 2036 +3 more

6 metrics

Stock options granted 6,426 shares Employee Stock Option grant on July 23, 2026

Option exercise price $116.6900 per share Exercise price for the 6,426 stock options granted July 23, 2026

Option expiration date July 22, 2036 Expiration date for the 6,426 stock options

Performance shares granted 8,999 performance shares Performance Share award on July 23, 2026

Performance period start January 1, 2026 Beginning of three-year TSR performance period for performance shares

Maximum payout per performance share up to 200% of one share Each performance share may deliver up to 200% of one share of common stock

Key Terms

Employee Stock Option (right to buy), Performance Shares, relative total shareholder return ("TSR"), Performance Share Award Agreement

4 terms

Employee Stock Option (right to buy) financial

"Security title reported as Employee Stock Option (right to buy)"

Performance Shares financial

"Security title listed as Performance Shares with underlying common stock"

Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.

relative total shareholder return ("TSR") financial

"earned based upon the issuer's relative total shareholder return ("TSR")"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/27/2026 - 06:23 PM Accepted by SEC EDGAR 07/27/2026 - 06:23 PM

FAQ

What equity awards did Incyte (INCY) executive Michael James Morrissey receive?

On July 23, 2026, Michael James Morrissey received 6,426 stock options and 8,999 performance shares from Incyte. The options have a fixed exercise price, while the performance shares can deliver up to 200% of one common share each, depending on performance.

What are the key terms of Michael Morrissey’s 6,426 Incyte (INCY) stock options?

Morrissey’s award includes 6,426 stock options with an exercise price of $116.69 per share. The options vest in 37 installments: 25% after one year, then the remainder monthly over three years, and they expire on July 22, 2036.

How do the 8,999 performance shares granted by Incyte (INCY) to Morrissey work?

Morrissey received 8,999 performance shares, each representing the right to receive up to 200% of one share of common stock. The number of shares earned depends on Incyte’s relative total shareholder return over a three-year performance period versus a fixed peer group.

When do Michael Morrissey’s Incyte (INCY) equity awards vest and expire?

His stock options vest 25% after one year and monthly over the next three years, expiring on July 22, 2036. Earned performance shares vest on the third anniversary of the July 23, 2026 grant date, subject to his continued service with Incyte.

Over what period is performance measured for Incyte (INCY) performance shares?

For Morrissey’s award, performance is measured over a three-year period starting January 1, 2026. Incyte’s relative TSR during this period, compared to a fixed peer group, determines how many shares each performance share ultimately delivers.

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^*

Morrissey Michael James

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Head of Tech. Operations

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$116.69	07/23/2026		A		6,426		⁽¹⁾	07/22/2036	Common Stock	6,426	$0	6,426	D
Performance Shares	⁽²⁾	07/23/2026		A		8,999		⁽²⁾	07/23/2029	Common Stock	8,999	$0	8,999	D

Explanation of Responses:

1. The July 23, 2026 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.

2. 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.

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	07/27/2026
	** 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)

Source: View Original Filing on SEC EDGAR