CAGNONI PABLO J 4

What Happened Pablo J. Cagnoni, President and Global Head of R&D at Incyte (INCY), was credited with 27,892 performance shares (reported as an acquisition) on April 15, 2026 at an acquisition price of $0.00 (total reported value $0). These performance shares were determined to be earned on April 15, 2026 but will vest on the third anniversary of the original grant date (July 14, 2023), subject to Cagnoni’s continued service.

Key Details

• Transaction type/date: Award/Acquisition (code A) on 2026-04-15. Report filed 2026-04-17 (timely).
• Shares and price: 27,892 performance shares @ $0.00 (acquisition value $0).
• Vesting: Earned on 4/15/2026; will vest on 7/14/2026 (third anniversary of 7/14/2023 grant), subject to continued service.
• Notable footnotes:
  • F1: These are performance shares earned based on development, revenue and market-based (relative TSR vs. Nasdaq Biotechnology Index) goals set by the Compensation Committee in Jan 2023. The final payout ranges from 0%–150% of the awarded performance shares.
  • F2: Filing notes an aggregate of 257,553 shares issuable under previously reported restricted stock units and earned performance stock units that have not yet vested.
• Filing timeliness: Filed within the normal Form 4 window (no late filing indicated).

Context These are earned performance-share awards (not an open-market buy or sale). The shares were credited because performance criteria were determined satisfied; however, they remain subject to future vesting conditions and continued employment. Awards like this increase potential future ownership if and when they vest and convert to common stock, but they do not represent an immediate cash purchase or sale by the insider.