FALSE000087916900008791692024-06-122024-06-12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 12, 2024
INCYTE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware001-1240094-3136539
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)(I.R.S. Employer
Identification No.)
1801 Augustine Cut-Off
Wilmington, DE
19803
(Address of principal executive offices)(Zip Code)
(302) 498-6700
(Registrant’s telephone number,
including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of exchange on which registered
Common Stock, $.001 par value per shareINCYThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b—2 of the Securities Exchange Act of 1934 (§ 240.12b—2 of this chapter).
Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o



Item 5.07 Submission of Matters to a Vote of Security Holders
The following actions were taken at the Annual Meeting of Stockholder of Incyte Corporation (the "Company") held on June 12, 2024:
1.The following Directors were elected:
ForAgainstAbstainBroker Non-Votes
Julian C. Baker171,152,28919,853,918957,21211,059,781
Jean-Jacques Bienaimé180,951,04910,167,668844,70211,059,781
Otis W. Brawley189,408,4031,561,259993,75711,059,781
Paul J. Clancy181,506,8509,583,918872,65111,059,781
Jacqualyn A. Fouse186,305,0834,816,883841,45311,059,781
Edmund P. Harrigan189,764,0321,350,500848,88711,059,781
Katherine A. High189,998,5221,096,720868,17711,059,781
Hervé Hoppenot175,384,68613,052,2923,526,44111,059,781
Susanne Schaffert188,005,9342,938,8291,018,65611,059,781
2.    The compensation of the Company's named executive officers was approved, on a non-binding advisory basis.
ForAgainstAbstainBroker Non-Votes
171,688,04019,939,207336,17211,059,781
3.     The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2024 fiscal year was ratified.
ForAgainstAbstain
186,582,93415,526,936913,330

Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
ExhibitsDescription
104Cover Page Interactive Data File (embedded within the Inline XBRL document).
2


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 14, 2024
INCYTE CORPORATION
By:/s/ Sheila Denton
Sheila Denton
Executive Vice President and
General Counsel
3
v3.24.1.1.u2
Cover
Jun. 12, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jun. 12, 2024
Entity Registrant Name INCYTE CORPORATION
Entity Incorporation, State or Country Code DE
Entity File Number 001-12400
Entity Tax Identification Number 94-3136539
Entity Address, Address Line One 1801 Augustine Cut-Off
Entity Address, City or Town Wilmington
Entity Address, State or Province DE
Entity Address, Postal Zip Code 19803
City Area Code 302
Local Phone Number 498-6700
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $.001 par value per share
Trading Symbol INCY
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000879169

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