2010 Stock Incentive Plan. Under our Amended and Restated 2010 Stock Incentive Plan, as amended (the “2010 Stock Plan”), we may issue common stock to employees, non-employee directors, consultants, and scientific advisors. Awards under the 2010 Stock Plan include stock options, restricted stock units (“RSUs”) and performance shares (“PSUs”). A total of 74,953,475 shares of common stock are reserved for issuance pursuant to the 2010 Stock Plan.

2024 Inducement Stock Incentive Plan. Our Board of Directors has adopted the Incyte Corporation 2024 Inducement Stock Incentive Plan, as amended (the “2024 Inducement Plan”). In reliance on Nasdaq Marketplace Rule 5635(c)(4), stockholder approval was not obtained. A total of 2,000,000 shares of common stock are reserved for issuance pursuant to the 2024 Inducement Plan.

We recorded $67.3 million and $131.4 million of stock compensation expense on our condensed consolidated statements of operations for the three and six months ended June 30, 2026, respectively. We recorded $64.6 million and $125.6 million of stock compensation expense on our condensed consolidated statements of operations for the three and six months ended June 30, 2025, respectively. Stock compensation expense included within our condensed consolidated statements of operations included research and development expense of $38.2 million, $77.4 million, $37.7 million and $74.4 million for the three and six months ended June 30, 2026 and 2025, respectively. Stock compensation expense included within our condensed consolidated statements of operations also included selling, general and administrative expense of $28.2 million, $52.2 million, $26.1 million and $49.5 million for the three and six months ended June 30, 2026 and 2025, respectively. Stock compensation expense included within our condensed consolidated statements of operations also included cost of sales of $0.9 million, $1.8 million, $0.8 million and $1.7 million, respectively, for the three and six months ended June 30, 2026 and 2025.


	Employee Stock Options												Employee Stock Purchase Plan
	For the Three Months Ended						For the Six Months Ended						For the Three Months Ended						For the Six Months Ended
	June 30,												June 30,
	2026			2025			2026			2025			2026			2025			2026			2025
Average risk-free interest rates	4.18		%	3.89		%	3.85		%	4.24		%	4.01		%	4.29		%	3.79		%	4.22		%
Average expected life (in years)	5.58			5.46			4.91			4.89			0.50			0.50			0.50			0.50
Volatility	31		%	31		%	30		%	29		%	38		%	32		%	34		%	37		%
Weighted-average fair value (in dollars)	$	36.50		$	25.04		$	34.05		$	23.35		$	20.63		$	12.63		$	21.51		$	14.49

The risk-free interest rate is derived from the U.S. Federal Reserve rate in effect at the time of grant. The expected life calculation is based on the observed and expected time to the exercise of options by our employees based on historical exercise patterns for similar type options. Expected volatility is based on the historical volatility of our common stock over the period commensurate with the expected life of the options. A dividend yield of zero is assumed based on the fact that we have never paid cash dividends and have no present intention to pay cash dividends. Nonemployee awards are measured on the grant date by estimating the fair value of the equity instruments to be issued using the expected term, similar to our employee awards.


	Shares Subject to Outstanding Options
	Shares	Weighted Average Exercise Price
Balance at December 31, 2025	10,859,861	$	83.46
Options granted	421,118	$	104.23
Options exercised	(2,058,609)	$	78.41
Options cancelled	(238,870)	$	92.18
Balance at June 30, 2026	8,983,500	$	85.36

Our annual stock option grants generally have a 10-year term and vest over four years, with 25% vesting after one year and the remainder vesting in 36 equal monthly installments, subject to customary retirement provisions that may accelerate the requisite service period for expense recognition purposes.


	Shares Subject to Outstanding Awards
	Shares	Grant Date Value
Balance at December 31, 2025	9,275,450	$	66.86
RSUs granted	372,558	$	102.78
PSUs granted	13,171	$	116.63
Additional PSUs earned	63,187	$	61.76
RSUs released	(347,182)	$	69.02
PSUs released	(18,750)	$	82.86
RSUs cancelled	(272,605)	$	67.74
PSUs cancelled	(16,599)	$	84.44
Balance at June 30, 2026	9,069,230	$	68.20

RSUs and PSUs are granted to our employees at the share price on the date of grant. Each RSU represents the right to acquire one share of our common stock. Each RSU granted in connection with our annual equity awards will vest 25% annually over four years, while each RSU granted as outstanding merit awards or as part of retention award programs will vest in a single installment at the end of four years, subject to customary retirement provisions that may accelerate the requisite service period for expense recognition purposes.

We grant PSUs with performance and/or service-based milestones with graded and/or cliff vesting over three to six years. The shares of our common stock into which each PSU may convert is subject to a multiplier based on the level at which the financial, developmental and market performance conditions are achieved over the service period. Compensation expense for PSUs with financial and developmental performance conditions is recorded over the estimated service period for each milestone when the performance conditions are deemed probable of achievement. For PSUs containing performance conditions which were not deemed probable of achievement, no stock compensation expense is recorded. Compensation expense for PSUs with market performance conditions is calculated using a Monte Carlo simulation model as of the date of grant and recorded over the requisite service period. For the three and six months ended June 30, 2026, we recorded $8.4 million and $15.4 million, respectively, of stock compensation expense for PSUs on our condensed consolidated statements of operations. For the three and six months ended June 30, 2025 we recorded $6.9 million and $10.0 million, respectively, of stock compensation expense for PSUs on our condensed consolidated statements of operations.

We estimate an annualized forfeiture rate for our options, RSUs and PSUs. Under the true-up provisions of the stock compensation guidance, we will record additional expense if the actual forfeiture rate is lower than we estimated, and will record a recovery of prior expense if the actual forfeiture is higher than we estimated.