Murphy Andrew J Form 4 REGENERON PHARMACEUTICALS / ANDREW J MURPHY ownership change

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^*

MURPHY ANDREW J

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP Research

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2024

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	03/13/2024		M⁽¹⁾		20,000	A	$399.66	68,306	D
Common Stock	03/13/2024		F⁽¹⁾		14,217	D	$971.82	54,089	D
Common Stock	03/14/2024		S⁽¹⁾		182	D	$951.92⁽²⁾	53,907	D
Common Stock	03/14/2024		S⁽¹⁾		444	D	$952.4⁽³⁾	53,463	D
Common Stock	03/14/2024		S⁽¹⁾		576	D	$953.77⁽⁴⁾	52,887	D
Common Stock	03/14/2024		S⁽¹⁾		870	D	$954.66⁽⁵⁾	52,017	D
Common Stock	03/14/2024		S⁽¹⁾		545	D	$955.54⁽⁶⁾	51,472	D
Common Stock	03/14/2024		S⁽¹⁾		1,108	D	$956.34⁽⁷⁾	50,364	D
Common Stock	03/14/2024		S⁽¹⁾		730	D	$957.35⁽⁸⁾	49,634	D
Common Stock	03/14/2024		S⁽¹⁾		477	D	$958.34⁽⁹⁾	49,157	D
Common Stock	03/14/2024		S⁽¹⁾		512	D	$959.36⁽¹⁰⁾	48,645	D
Common Stock	03/14/2024		S⁽¹⁾		47	D	$961.74	48,598	D
Common Stock	03/14/2024		S⁽¹⁾		1	D	$962.87	48,597	D
Common Stock	03/14/2024		S⁽¹⁾		78	D	$965.51⁽¹¹⁾	48,519	D
Common Stock	03/14/2024		S⁽¹⁾		17	D	$966.3	48,502	D
Common Stock	03/14/2024		S⁽¹⁾		196	D	$968.2⁽¹²⁾	48,306	D
Common Stock								4,310	I	By 401(k) Plan

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)	$399.66	03/13/2024		M⁽¹⁾			20,000	⁽¹³⁾	12/16/2024	Common Stock	20,000	$0.0	20,000	D

Explanation of Responses:

1. Disposition/acquisition made pursuant to a plan intended to comply with Rule 10b5-1(c) adopted on May 9, 2023.

2. Represents volume-weighted average price of sales of 182 shares of Company stock on March 14, 2024 at prices ranging from $951.89 to $951.97. 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 March 14, 2024 at each separate price.

3. Represents volume-weighted average price of sales of 444 shares of Company stock on March 14, 2024 at prices ranging from $952.00 to $952.73. 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 March 14, 2024 at each separate price.

4. Represents volume-weighted average price of sales of 576 shares of Company stock on March 14, 2024 at prices ranging from $953.30 to $953.99. 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 March 14, 2024 at each separate price.

5. Represents volume-weighted average price of sales of 870 shares of Company stock on March 14, 2024 at prices ranging from $954.01 to $954.92. 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 March 14, 2024 at each separate price.

6. Represents volume-weighted average price of sales of 545 shares of Company stock on March 14, 2024 at prices ranging from $955.02 to $955.82. 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 March 14, 2024 at each separate price.

7. Represents volume-weighted average price of sales of 1,108 shares of Company stock on March 14, 2024 at prices ranging from $956.08 to $956.99. 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 March 14, 2024 at each separate price.

8. Represents volume-weighted average price of sales of 730 shares of Company stock on March 14, 2024 at prices ranging from $957.02 to $957.89. 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 March 14, 2024 at each separate price.

9. Represents volume-weighted average price of sales of 477 shares of Company stock on March 14, 2024 at prices ranging from $958.06 to $958.95. 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 March 14, 2024 at each separate price.

10. Represents volume-weighted average price of sales of 512 shares of Company stock on March 14, 2024 at prices ranging from $959.13 to $959.82. 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 March 14, 2024 at each separate price.

11. Represents volume-weighted average price of sales of 78 shares of Company stock on March 14, 2024 at prices ranging from $965.26 to $965.74. 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 March 14, 2024 at each separate price.

12. Represents volume-weighted average price of sales of 196 shares of Company stock on March 14, 2024 at prices ranging from $968.15 to $968.38. 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 March 14, 2024 at each separate price.

13. The stock option award vests in four equal annual installments, commencing one year after the date of grant.

	/s/**Andrew Murphy	03/15/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Murphy Andrew J Form 4REGENERON PHARMACEUTICALS / ANDREW J MURPHY ownership change