Basi Ramitpal K 4

What Happened
Ramitpal K. Basi, EVP, Human Resources of Incyte Corp (INCY), was granted a mix of restricted stock units and performance-based awards on July 16, 2026 totaling 39,018 shares. The filing shows: 4,991 RSUs (settle one-for-one for common stock) and two derivative awards of 12,479 and 21,548 shares. All awards were granted at $0.00 (no cash paid). These are awards/grants (transaction code A), not open-market purchases or sales.

Key Details

• Transaction date: July 16, 2026; Form 4 filed July 20, 2026 (timely within SEC two-business-day rule).
• Awards reported: 4,991 RSUs; 12,479 derivative RSUs; 21,548 performance-based shares — total 39,018 shares. Reported price: $0.00 for all (award/grant).
• Vesting and payout mechanics (from footnotes):
  • The 4,991 RSUs vest 25% annually over four years and settle one-for-one in common stock.
  • One derivative category includes previously reported unvested RSUs — an aggregate of 11,497 shares remain unvested (per footnote).
  • Performance shares: each performance share can pay out up to 200% of one share based on Incyte’s relative total shareholder return (TSR) vs. a fixed peer group over a three-year performance period beginning Jan 1, 2026; earned shares vest on the third anniversary subject to continued service.
  • Another footnote describes an option vesting schedule (37 installments; 25% after one year then monthly over three years) — the filing shows awards/grants, not an option exercise.
• Shares owned after the transaction: not specified in the filing.
• No sales, purchases, cashless exercises, or tax-withholding dispositions reported in this filing.

Context
These awards are compensation grants (common for executives) and do not involve an open-market purchase or sale. Performance shares carry variable payout (0–200% per share) and will only convert to shares if performance goals are met and the reporting person remains employed through the vesting date. Such grants signal long-term incentive alignment but are routine components of executive compensation and not a direct buy/sell market signal.