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Incyte Annual Report (Amendment), Year Ended Dec 31, 2016

Filing Date
Filed June 30, 2017
Period End
December 31, 2016
Security
INCY
In the record · 2016–202610-K1510-Q348-K107

INCY filed 15 annual reports (10-K), 34 quarterly reports (10-Q) and 107 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Jun ’16Jun ’16
  2. Material agreement8-K · Jan ’20Jan ’20
  3. Leadership change8-K · Apr ’22Apr ’22
  4. Leadership change8-K · Mar ’26Mar ’26

01—Abstract

Summary

Summary of the 10-K/A filed June 30, 2017. Cited figures are marked; the original filing is the authoritative source.

Incyte Corporation's Amendment No. 2 to its Form 10-K for the fiscal year ended December 31, 2016, dated June 30, 2017, amends the annual report solely to revise certain exhibits and provide a corrected, updated exhibit list.

The filing states that it was made in connection with a request for confidential treatment of portions of Exhibits 10.20.4, 10.26 and 10.27 (renumbered 10.21.4, 10.27 and 10.28 in this amendment). It does not contain financial statements; the filing refers readers to the Index to Consolidated Financial Statements in the Original Form 10-K, filed February 14, 2017, and states that the Amended Form 10-K has not been updated for events after that date except as set forth in this amendment. The cover page reports that the aggregate market value of Common Stock held by non-affiliates was approximately $13.1 billiona, based on the NASDAQ Global Select Market closing price on June 30, 2016.

As of February 7, 2017, there were 189,408,381 shares of Common Stock, $.001 par value, outstanding. The filing identifies the company as a large accelerated filer and not a shell company. The amended exhibit list identifies several newer agreements filed with this amendment, including a Fourth Amendment, effective December 13, 2016, to the License, Development and Commercialization Agreement with Eli Lilly and Company, and a Collaboration and License Agreement and a Share Subscription Agreement, both dated December 20, 2016, with Merus N.V.

Certain of these exhibits are subject to confidential treatment requests. Part III information is incorporated by reference from the proxy statement for the 2017 Annual Meeting of Stockholders, scheduled for May 26, 2017.

02—Key points

Key Highlights

  1. Filing purpose: Amendment No. 2 to the FY2016 Form 10-K, filed solely to amend Exhibits 10.20.4, 10.26 and 10.27 for confidential treatment and to provide a corrected exhibit list.
  2. Market value: Aggregate market value of Common Stock held by non-affiliates was approximately $13.1 billion as of June 30, 2016.
  3. Shares outstanding: 189,408,381 shares of Common Stock, $.001 par value, were outstanding as of February 7, 2017.
  4. Merus N.V. agreements: A Collaboration and License Agreement and a Share Subscription Agreement, both dated December 20, 2016, are filed as exhibits, with confidential treatment requested for portions of the collaboration agreement.
  5. Eli Lilly amendment: A Fourth Amendment, effective December 13, 2016, to the License, Development and Commercialization Agreement with Eli Lilly and Company is filed, with confidential treatment requested.
  6. Financial statements: The consolidated financial statements are located in the Original Form 10-K filed February 14, 2017, not in this amendment.
  7. Governance: Part III items 10 through 14 incorporate information from the proxy statement for the 2017 Annual Meeting of Stockholders, to be held May 26, 2017.

03—Questions

Frequently Asked Questions

  1. What changed in this amendment?

    The filing amends Exhibits 10.20.4, 10.26 and 10.27 in connection with a request for confidential treatment of portions of those exhibits, which are renumbered 10.21.4, 10.27 and 10.28 in this amendment. It also provides a corrected and updated list of exhibits under Item 15(b).

  2. Does this filing include financial statements?

    No. The filing states that the Index to Consolidated Financial Statements is in the Original Form 10-K filed February 14, 2017, and that this amendment does not update the Amended Form 10-K except as specifically set forth in it.

  3. How large was the public float and how many shares were outstanding?

    The aggregate market value of Common Stock held by non-affiliates was approximately $13.1 billion based on the June 30, 2016 closing price on the NASDAQ Global Select Market. As of February 7, 2017, there were 189,408,381 shares outstanding.

  4. Which new collaboration agreements are referenced?

    The exhibit list includes a Collaboration and License Agreement with Merus N.V. and a Share Subscription Agreement with Merus N.V., both dated December 20, 2016. It also includes a Fourth Amendment, effective December 13, 2016, to the license agreement with Eli Lilly and Company. Confidential treatment has been requested for portions of these agreements.

04—Continue

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