INCYTE (NASDAQ: INCY) EVP sees 537 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

INCYTE CORP executive reports routine tax withholding share disposition. EVP, GM Dermatology US Matteo Trotta had 537 shares of common stock withheld at a price of $92.23 per share to cover tax obligations tied to previously granted restricted stock units. After this automatic withholding, he directly holds 14,882 common shares. Footnotes state that this figure includes 11,160 shares underlying restricted stock units that are not yet vested.

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

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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^*

Trotta Matteo

(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, GM, Dermatology US

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

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	03/25/2026		F		537(1)	D	$92.23	14,882(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 restricted stock units previously reported in Table I as common stock.

2. This includes an aggregate of 11,160 shares of common stock issuable pursuant to previously reported restricted stock units that have not vested.

Remarks:

	/s/ Elizabeth Feeney, Attorney-In-Fact	03/26/2026
	** 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)

FAQ

What insider transaction did INCYTE CORP (INCY) report for Matteo Trotta?

INCYTE CORP reported that executive Matteo Trotta had 537 common shares withheld to satisfy tax obligations on vesting restricted stock units. This was coded as a tax-withholding disposition, not an open-market trade, and reflects automatic settlement mechanics rather than a discretionary buy or sell decision.

Was the INCYTE (INCY) insider transaction a market sale of shares?

No, the filing shows a Form 4 code F transaction, meaning shares were withheld to pay taxes on vested restricted stock units. The 537 shares did not go through an open-market sale; they were retained by the issuer to satisfy tax withholding obligations.

How many INCYTE (INCY) shares does Matteo Trotta hold after the reported transaction?

After the tax-withholding transaction, Matteo Trotta directly holds 14,882 shares of INCYTE common stock. Footnotes explain this total includes 11,160 shares issuable under previously reported restricted stock units that have not yet vested, so some of his position is still subject to vesting conditions.

What price per share was used for the INCYTE (INCY) tax-withholding transaction?

The tax-withholding disposition used a price of $92.23 per INCYTE common share for the 537 shares withheld. This figure reflects the value used to calculate the shares needed to cover tax obligations related to the settlement of previously granted restricted stock units.

What does Form 4 code F mean in the INCYTE (INCY) insider filing?

Form 4 code F indicates payment of an exercise price or tax liability by delivering securities. In this case, INCYTE withheld 537 shares from Matteo Trotta to cover tax withholding due at restricted stock unit settlement, making it a mechanical tax event rather than a voluntary market transaction.