SEC Form 4 · accession 0001127602-17-016857
BIOGEN INC. · BIIB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michel Vounatsos
Officer — Chief Executive Officer · Director
Period of report
May 2, 2017
Accepted (ET)
May 4, 2017 · 4:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000875045
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 2, 2017 | M | 1,736 | $0.00 | A | 4,663 | D | |
| Common Stock | May 2, 2017 | F | 564 | $271.34 | D | 4,099 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | $0.00 | May 2, 2017 | M | 1,736 | D | — | May 2, 2019 | Common Stock | 1,736 | 8,004 | D |
| Restricted Stock UnitF3,F2 | $0.00 | May 2, 2017 | J | 1,508 | D | — | May 2, 2019 | Common Stock | 1,508 | 6,496 | D |
Explanation of responses
- F1This award was previously reported as covering 9,520 shares, 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.
- F2The number of RSUs reported represents the maximum possible number of shares that are eligible for vesting, which is 200% of the number of shares at target payout. One-third of these RSUs are eligible to vest on each of the first three anniversaries of the grant date. The actual number of shares that will vest on each vesting date will be determined by comparing the price of Biogen common stock on such vesting date to the price on the grant date (i.e., number of vested shares = number of shares at target payout times [the 30-day average closing stock price ending on the vesting date divided by the 30-day average closing stock price on the grant date]).
- F3This represents the difference between the maximum possible number of shares that were eligible for vesting and the actual number that vested.