Statement of Changes in Beneficial Ownership (4)
March 12 2020 - 5:57PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
SHERWIN STEPHEN A |
2. Issuer Name and Ticker or Trading Symbol
BIOGEN INC.
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BIIB
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
BIOGEN INC., 225 BINNEY STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/11/2020 |
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(Street)
CAMBRIDGE, MA 02142
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 3/11/2020 | | M(1) | | 10923 (2) | A | $58.46 (2) | 16517 | D | |
| Common Stock | 3/11/2020 | | S(1) | | 2164 | D | $295.215 | 14353 | D | |
| Common Stock | 3/11/2020 | | M(1) | | 1355 (3) | A | $58.46 (3) | 15708 | D | |
| Common Stock | 3/11/2020 | | S(1) | | 270 | D | $295.29 | 15438 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Option (Right to Buy) | $59.82 (2)(4) | 3/11/2020 | | M (1) | | | 10923 (2) | (5) | 3/22/2020 | Common Stock | 10923 (2) | (2) | 0 | D | |
| Stock Option (Right to Buy) | $59.82 (3)(4) | 3/11/2020 | | M (1) | | | 1355 (3) | 3/22/2011 | 3/22/2020 | Common Stock | 1355 (3) | (3) | 0 | D | |
| Explanation of Responses: |
| (1) | Exercise/sale pursuant to a trading plan intended to comply with Rule 10b5-1 of the Securities Exchange Act of 1934. |
| (2) | This option was previously reported as covering 10,675 shares at an exercise price of $59.82 per share, but was adjusted pursuant to the anti-dilution provisions of the award in connection with the spin-off of Bioverativ Inc. on February 1, 2017. |
| (3) | This option was previously reported as covering 1,325 shares at an exercise price of $59.82 per share, but was adjusted pursuant to the anti-dilution provisions of the award in connection with the spin-off of Bioverativ Inc. on February 1, 2017. |
| (4) | Granted under one of the Issuer's stock option plans, in an exempt transaction under SEC Rule 16(b)-3(d). |
| (5) | The stock options become exercisable in three (3) equal annual installments commencing one year after the grant date of 03/22/2010. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
SHERWIN STEPHEN A
BIOGEN INC.
225 BINNEY STREET
CAMBRIDGE, MA 02142 | X |
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Signatures
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| /s/ Suzanne Murray, Attorney in Fact for Stephen Sherwin | | 3/12/2020 |
| **Signature of Reporting Person | Date |
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