1997 Employee Stock Purchase Plan of Incyte Corporation, as amended
1997 EMPLOYEE STOCK PURCHASE PLAN OF INCYTE CORPORATION
(As amended on November 17, 2020)
The following constitute the provisions of the 1997 Employee Stock Purchase Plan of Incyte Corporation, as amended and restated effective November 17, 2020.
|(c)||“Board” shall mean the Board of Directors of the Company.|
|(e)||“Common Stock” shall mean the Common Stock, $.001 par value, of the Company.|
|(h)||“Effective Date” shall mean November 17, 2020.|
|(k)||“Enrollment Date” shall mean the first day of each Offering Period.|
|(m)||“Exercise Date” shall mean the last Trading Day of each Purchase Period.|
|(n)||“Fair Market Value” shall mean, as of any date, the value of Common Stock determined|
For any date that is not a Trading Day, the Fair Market Value of a share of Stock for such date shall be determined by using the last reported, closing or bid and asked prices, as applicable, for the immediately preceding Trading Day. In all cases, the determination of Fair Market Value by the Committee shall be conclusive and binding on all persons.
|(d)||Notwithstanding the foregoing, to the extent necessary to comply with|
Section 423(b)(8) of the Code and Section 3(b) hereof, a participant’s payroll deductions may be decreased to zero percent (0%) at any time during a Purchase Period. Such a decrease shall not be treated as a withdrawal from the Plan subject to Section 10, unless the participant elects to withdraw pursuant to Section 10. Payroll deductions shall recommence at the rate provided in such participant’s subscription agreement at the beginning of the first Purchase Period which is scheduled to end in the following calendar year, unless the participant elects to withdraw from the Plan as provided in Section 10 hereof.
As a condition to the exercise of an option, the Company may require the person exercising such option to represent and warrant at the time of any such exercise that the shares are being purchased only for investment and without any present intention to sell or distribute such shares if, in the opinion of counsel for the Company, such a representation is required by any of the aforementioned applicable provisions of law.