Barry P. Flannelly - 02 Jul 2022 Form 4 Insider Report for INCYTE CORP (INCY)

Role: EVP & General Manager US
Signature: /s/ Elizabeth Feeney, Attorney-In-Fact
Issuer symbol: INCY
Transactions as of: 02 Jul 2022
Transactions value $: -$277,851
Form type: 4
Filing time: 06 Jul 2022, 16:06:48 UTC
Previous filing: 09 Jun 2022
Next filing: 11 Jul 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	INCY	Common Stock	Award	$0	+13.5K	+20.65%	$0.00	79.1K	02 Jul 2022	Direct	F1
transaction	INCY	Common Stock	Tax liability	-$278K	-3.51K	-4.43%	$79.25	75.5K	05 Jul 2022	Direct	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	INCY	Employee Stock Option (right to buy)	Award	$0	+18.3K		$0.00	18.3K	02 Jul 2022	Common Stock	18.3K	$77.67	Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents award of restricted stock units ("RSUs") that will vest 25% annually over four years, subject to Barry Flannelly's continued service with the issuer through the applicable vesting dates. The RSUs may be settled only for shares of common stock on a one-for-one basis.
F2	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.
F3	Including the July 2, 2022 RSU Grant, this includes an aggregate of 48,281 shares of common stock issuable pursuant to previously reported RSUs and earned performance shares that have not vested.
F4	Beginning July 2, 2022, options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.