Herve Hoppenot - Jul 2, 2022 Form 4 Insider Report for INCYTE CORP (INCY)

Role: Chairman / CEO, Director, President
Signature: /s/ Elizabeth Feeney, Attorney-In-Fact
Stock symbol: INCY
Transactions as of: Jul 2, 2022
Transactions value $: -$1,678,040
Form type: 4
Date filed: 7/6/2022, 04:08 PM
Previous filing: Jan 21, 2022
Next filing: Jan 24, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	INCY	Common Stock	Award	$0	+60.4K	+16.48%	$0.00	427K	Jul 2, 2022	Direct	F1
transaction	INCY	Common Stock	Tax liability	-$1.68M	-21.2K	-4.96%	$79.25	406K	Jul 5, 2022	Direct	F2, F3
holding	INCY	Commont Stock						25.9K	Jul 2, 2022	By GRAT	F4

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	+81.9K		$0.00	81.9K	Jul 2, 2022	Common Stock	81.9K	$77.67	Direct	F5

* 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 Herve Hoppenot'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 performance shares previously reported in Table I as common stock.
F3	Including the July 2, 2022 RSU Grant, this includes an aggregate of 95,461 shares of common stock issuable pursuant to previously reported RSUs and earned performance shares that have not vested.
F4	On June 15, 2018, the reporting person contributed 103,033 shares to a grantor retained annuity trust (GRAT). On June 17, 2019, 20,407 shares were distributed by the GRAT to the reporting person in accordance with the terms of the GRAT and continue to be reported in this Form 4 as directly owned. In addition, on June 2, 2020 an additional 16,392 shares were distributed by the GRAT to the reporting person in accordance with the terms of the GRAT and continue to be reported in this Form 4 as directly owned. On June 22, 2021 an additional 19,033 shares were distributed by the GRAT to the reporting person in accordance with the terms of the GRAT and will be reported in this Form 4 as directly owned. On June 29, 2022 an additional 21,301 shares were distributed by the GRAT to the reporting person in accordance with the terms of the GRAT and will be reported in this Form 4 as directly owned.
F5	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.