SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SCHLEIFER LEONARD S

(Last)

(First)

(Middle)

777 OLD SAW MILL RIVER ROAD

(Street)

TARRYTOWN

10591

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
REGENERON PHARMACEUTICALS, INC. [ REGN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/11/2020		M⁽¹⁾		125,000	A	$30.63	599,499	D
Common Stock	05/11/2020		F⁽¹⁾		64,631	D	$571.43	534,868	D
Common Stock	05/11/2020		M⁽¹⁾		187,500	A	$30.63	722,368	D
Common Stock	05/11/2020		F⁽¹⁾		96,947	D	$571.43	625,421	D
Common Stock	05/12/2020		S⁽¹⁾		2,329	D	$557.51⁽²⁾	623,092	D
Common Stock	05/12/2020		S⁽¹⁾		4,162	D	$558.35⁽³⁾	618,930	D
Common Stock	05/12/2020		S⁽¹⁾		1,361	D	$559.52⁽⁴⁾	617,569	D
Common Stock	05/12/2020		S⁽¹⁾		3,391	D	$560.68⁽⁵⁾	614,178	D
Common Stock	05/12/2020		S⁽¹⁾		3,994	D	$561.24⁽⁶⁾	610,184	D
Common Stock	05/12/2020		S⁽¹⁾		1,394	D	$562.75⁽⁷⁾	608,790	D
Common Stock	05/12/2020		S⁽¹⁾		2,549	D	$563.51⁽⁸⁾	606,241	D
Common Stock	05/12/2020		S⁽¹⁾		779	D	$564.41⁽⁹⁾	605,462	D
Common Stock	05/12/2020		S⁽¹⁾		3,032	D	$565.67⁽¹⁰⁾	602,430	D
Common Stock	05/12/2020		S⁽¹⁾		5,810	D	$566.51⁽¹¹⁾	596,620	D
Common Stock	05/12/2020		S⁽¹⁾		9,359	D	$567.57⁽¹²⁾	587,261	D
Common Stock	05/12/2020		S⁽¹⁾		18,021	D	$568.58⁽¹³⁾	569,240	D
Common Stock	05/12/2020		S⁽¹⁾		19,982	D	$569.52⁽¹⁴⁾	549,258	D
Common Stock	05/12/2020		S⁽¹⁾		20,267	D	$570.49⁽¹⁵⁾	528,991	D
Common Stock	05/12/2020		S⁽¹⁾		15,542	D	$571.49⁽¹⁶⁾	513,449	D
Common Stock	05/12/2020		S⁽¹⁾		19,984	D	$572.47⁽¹⁷⁾	493,465	D
Common Stock	05/12/2020		S⁽¹⁾		10,014	D	$573.27⁽¹⁸⁾	483,451	D
Common Stock	05/12/2020		S⁽¹⁾		4,390	D	$574.59⁽¹⁹⁾	479,061	D
Common Stock	05/12/2020		S⁽¹⁾		2,196	D	$575.48⁽²⁰⁾	476,865	D
Common Stock	05/12/2020		S⁽¹⁾		1,728	D	$576.51⁽²¹⁾	475,137	D
Common Stock	05/12/2020		S⁽¹⁾		638	D	$577.27⁽²²⁾	474,499	D
Common Stock								5,848	I	By 401(k) Plan
Common Stock								100,000	I	by 2019 GRAT

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (right to buy)	$30.63	05/11/2020		M⁽¹⁾			125,000	⁽²³⁾	12/14/2020	Common Stock	125,000	$0.0	187,500	D
Non-Qualified Stock Option (right to buy)	$30.63	05/11/2020		M⁽¹⁾			187,500	⁽²³⁾	12/14/2020	Common Stock	187,500	$0.0	0	D

Explanation of Responses:

1. Disposition/acquisition made pursuant to a plan intended to comply with Rule 10b5-1(c).

2. Represents volume-weighted average price of sales of 2,329 shares of Company stock on May 12, 2020 at prices ranging from $557.02 to $557.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

3. Represents volume-weighted average price of sales of 4,162 shares of Company stock on May 12, 2020 at prices ranging from $558.00 to $558.97. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

4. Represents volume-weighted average price of sales of 1,361 shares of Company stock on May 12, 2020 at prices ranging from $559.02 to $559.84. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

5. Represents volume-weighted average price of sales of 3,391 shares of Company stock on May 12, 2020 at prices ranging from $560.19 to $560.94. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

6. Represents volume-weighted average price of sales of 3,994 shares of Company stock on May 12, 2020 at prices ranging from $561.00 to $561.90. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

7. Represents volume-weighted average price of sales of 1,394 shares of Company stock on May 12, 2020 at prices ranging from $562.33 to $562.96. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

8. Represents volume-weighted average price of sales of 2,549 shares of Company stock on May 12, 2020 at prices ranging from $563.12 to $563.85. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

9. Represents volume-weighted average price of sales of 779 shares of Company stock on May 12, 2020 at prices ranging from $564.01 to $564.69. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

10. Represents volume-weighted average price of sales of 3,032 shares of Company stock on May 12, 2020 at prices ranging from $565.16 to $565.98. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

11. Represents volume-weighted average price of sales of 5,810 shares of Company stock on May 12, 2020 at prices ranging from $566.00 to $566.98. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

12. Represents volume-weighted average price of sales of 9,359 shares of Company stock on May 12, 2020 at prices ranging from $567.00 to $567.97. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

13. Represents volume-weighted average price of sales of 18,021 shares of Company stock on May 12, 2020 at prices ranging from $568.00 to $568.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

14. Represents volume-weighted average price of sales of 19,982 shares of Company stock on May 12, 2020 at prices ranging from $569.00 to $569.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

15. Represents volume-weighted average price of sales of 20,267 shares of Company stock on May 12, 2020 at prices ranging from $570.01 to $570.98. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

16. Represents volume-weighted average price of sales of 15,542 shares of Company stock on May 12, 2020 at prices ranging from $571.00 to $571.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

17. Represents volume-weighted average price of sales of 19,984 shares of Company stock on May 12, 2020 at prices ranging from $572.00 to $572.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

18. Represents volume-weighted average price of sales of 10,014 shares of Company stock on May 12, 2020 at prices ranging from $573.00 to $573.92. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

19. Represents volume-weighted average price of sales of 4,390 shares of Company stock on May 12, 2020 at prices ranging from $574.17 to $574.94. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

20. Represents volume-weighted average price of sales of 2,196 shares of Company stock on May 12, 2020 at prices ranging from $575.04 to $575.85. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

21. Represents volume-weighted average price of sales of 1,728 shares of Company stock on May 12, 2020 at prices ranging from $576.04 to $576.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

22. Represents volume-weighted average price of sales of 638 shares of Company stock on May 12, 2020 at prices ranging from $577.15 to $577.55. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the reporting person on May 12, 2020 at each separate price.

23. With respect to 125,000 underlying shares (of which 0 remain outstanding), the stock option award vested in four equal annual installments, commencing one year after the date of grant. With respect to 187,500 underlying shares (of which 0 remain outstanding), the option became exercisable on December 31, 2013, based upon the satisfaction by the company of certain performance criteria during the period ended December 31, 2013.

	/s/**Leonard S. Schleifer	05/13/2020
	** Signature of Reporting Person	Date
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