SEC FORM 4SEC 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
 
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checkbox uncheckedCheck this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
checkbox checkedCheck 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*
Mayes Patrick A

(Last)(First)(Middle)
1801 AUGUSTINE CUT-OFF

(Street)
WILMINGTONDE19803

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
INCYTE CORP [ INCY ]
Foreign Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
checkbox checkedOfficer (give title below)Other (specify below)
EVP & Chief Scientific Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checkedForm 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)
CodeVAmount(A) or (D)Price
Common Stock07/31/2026M2,918A$61.1866,546D
Common Stock07/31/2026M2,284A$64.2568,830D
Common Stock07/31/2026M2,709A$61.7671,539D
Common Stock07/31/2026M3,148A$68.6274,687D
Common Stock07/31/2026M2,072A$71.9376,759D
Common Stock07/31/2026M9,459A$72.2786,218D
Common Stock07/31/2026M2,623A$74.7888,841D
Common Stock07/31/2026M2,864A$77.6791,705D
Common Stock07/31/2026M1,643A$80.593,348D
Common Stock07/31/2026M3,023A$83.296,371D
Common Stock07/31/2026M2,623A$83.5898,994D
Common Stock07/31/2026M1,642A$85.01100,636D
Common Stock07/31/2026M2,293A$90.56102,929D
Common Stock07/31/2026M85A$106.47103,014D
Common Stock07/31/2026M326A$105.43103,340D
Common Stock07/31/2026S14,661D$119.4688,679D
Common Stock07/31/2026S5,332D$119.4283,347D
Common Stock07/31/2026S2,187D$119.4781,160D
Common Stock07/31/2026S6,171D$119.4374,989D
Common Stock07/31/2026S4,695D$119.3970,294D
Common Stock07/31/2026S2,864D$119.467,430D
Common Stock07/31/2026S1,643D$119.5165,787D
Common Stock07/31/2026S1,642D$119.3864,145D
Common Stock07/31/2026S85D$122.1964,060D
Common Stock07/31/2026S326D$121.6963,734D
Common Stock07/31/2026S2,293D$119.4161,441D
Common Stock08/03/2026M6,055A$105.4367,496D
Common Stock08/03/2026S6,055D$120.4361,441(1)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
Employee Stock Option (right to buy)$61.1807/31/2026M2,918 (2)01/17/2034Common Stock2,918$01,328D
Employee Stock Option (right to buy)$64.2507/31/2026M2,284 (3)07/14/2034Common Stock2,284$02,938D
Employee Stock Option (right to buy)$61.7607/31/2026M2,709 (4)07/13/2033Common Stock2,709$01,233D
Employee Stock Option (right to buy)$68.6207/31/2026M3,148 (5)07/01/2028Common Stock3,148$00D
Employee Stock Option (right to buy)$71.9307/31/2026M2,072 (6)01/16/2035Common Stock2,072$02,665D
Employee Stock Option (right to buy)$72.2707/31/2026M9,459 (5)01/03/2029Common Stock9,459$00D
Employee Stock Option (right to buy)$74.7807/31/2026M2,623 (5)01/18/2032Common Stock2,623$00D
Employee Stock Option (right to buy)$77.6707/31/2026M2,864 (5)07/01/2032Common Stock2,864$0191D
Employee Stock Option (right to buy)$80.507/31/2026M1,643 (5)01/16/2030Common Stock1,643$00D
Employee Stock Option (right to buy)$83.207/31/2026M3,023 (5)01/19/2033Common Stock3,023$0202D
Employee Stock Option (right to buy)$83.5807/31/2026M2,623 (5)07/01/2031Common Stock2,623$00D
Employee Stock Option (right to buy)$85.0107/31/2026M1,642 (5)07/01/2029Common Stock1,642$00D
Employee Stock Option (right to buy)$90.5607/31/2026M2,293 (5)01/14/2031Common Stock2,293$00D
Employee Stock Option (right to buy)$106.4707/31/2026M85 (5)07/01/2030Common Stock85$02,207D
Employee Stock Option (right to buy)$105.4307/31/2026M326 (5)11/06/2027Common Stock326$06,055D
Employee Stock Option (right to buy)$105.4308/03/2026M6,055 (5)11/06/2027Common Stock6,055$00D
Explanation of Responses:
1. This includes an aggregate of 59,537 shares of common stock issuable pursuant to previously reported restricted stock units have not vested.
2. Options granted on January 18, 2024 and will vest monthly through July 14, 2027
3. Options granted on July 15, 2024 and will vest monthly through July 15, 2028
4. Options granted on July 14, 2023 and will vest monthly through July 14, 2027
5. As of July 31st, 2026, the award is fully vested and exercisable.
6. Options granted on January 17, 2025 and will vest monthly through July 15, 2028
Remarks:
/s/ Elizabeth Feeney, Attorney-In-Fact08/04/2026
** 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).
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