[Form 4] Incyte Genomics Inc Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing overview – Incyte Corp. (INCY)

Executive Vice President & Chief Medical Officer Dr. Steven H. Stein reported an internal share withholding transaction dated 07/02/2025. The Code “F” event reflects 12,714 common shares automatically withheld by the issuer to cover tax obligations arising from the settlement of previously granted restricted stock units (RSUs) or earned performance shares. The withholding price was $68.17 per share.

After the transaction, Dr. Stein directly owns 112,418 common shares. This figure includes 94,907 unvested RSUs/performance shares that remain subject to future vesting conditions. No open-market purchases or sales and no derivative security activity were reported.

The filing represents a routine administrative tax-related disposition and does not signal a discretionary sale. There are no indications of broader strategic changes, earnings data, or material corporate developments within this document.

Positive

• Executive retains significant equity stake of 112,418 shares, reinforcing alignment with shareholder interests.

Negative

• 12,714 shares removed from float due to tax withholding slightly dilutes the executive’s direct ownership.

Insights

Securities Analyst

TL;DR – Routine tax withholding; neutral impact

The Code F transaction is purely administrative: shares were surrendered to cover taxes on vesting equity awards. Dr. Stein’s post-transaction holding of 112.4k shares (direct + unvested) maintains meaningful insider alignment. Because the shares were not sold into the open market, supply-demand dynamics are unaffected. No change to investment thesis; I classify the filing as not impactful.

Corporate Governance Expert

TL;DR – Filing confirms equity plan compliance

The Form 4 evidences correct execution of Incyte’s equity compensation plan and Section 16 reporting obligations. Share withholding for taxes is standard practice and carries no governance red flags. Continued sizable ownership by the CMO supports shareholder alignment. No other material information surfaces, thus the filing is largely procedural.

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
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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^*

Stein Steven H

(Last) (First) (Middle)

1801 AUGUSTINE CUT-OFF

(Street)

WILMINGTON DE 19803

(City) (State) (Zip)

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 & Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	07/02/2025		F		12,714(1)	D	$68.17	112,418(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 94,907 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	07/07/2025
	** 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.

FAQ

What type of transaction did INCY insider Steven H. Stein report?

A Code F share withholding of 12,714 shares to cover taxes on vested equity awards.

How many Incyte shares does the CMO hold after the transaction?

Dr. Stein holds 112,418 common shares directly, including unvested RSUs and performance shares.

Was there any open-market sale or purchase in this Form 4?

No. The filing shows only tax-related withholding; no discretionary sales or purchases were made.

Does the filing affect Incyte’s share count or earnings outlook?

The administrative withholding is immaterial to share count and has no impact on earnings guidance.

Why is the transaction price listed at $68.17 per share?

This reflects the market price used to value shares withheld for tax settlement of vested equity.