INCYTE CORP — Director's Dealing 2025

Sep 24, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INCYTE CORP (INCY)
CIK: 0000879169
Period of Report: 2025-09-22

Reporting Person: Gardner David H (EVP, Chief Strategy Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-09-22	Common Stock	A	9429	—	Acquired	9429	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-09-22	Performance Shares	$	A	23573	Acquired	2028-09-22	Common Stock (23573)	Direct
2025-09-22	Employee Stock Option (right to buy)	$84.73	A	42899	Acquired	2035-09-22	Common Stock (42899)	Direct

Footnotes

F1: Represents award of restricted stock units ("RSUs") that will vest 25% annually over four years. The RSUs may be settled only for shares of common stock on a one-for-one basis.

F2: Includes the September 22, 2025 aggregate grant of 9,429 shares of common stock.

F3: 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, 2025 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.

F4: The September 22, 2025 options become exercisable in 37 installments, with the first 25% vesting after one year and the remainder vesting monthly over three years.