-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AIUE8IYOlxUQwn1dbKMIR7ZBTmAwXU0dIr+eYb5pAhbzlpXUx4ipixuhozNj7+cx 4sz7quXOLhmsIFXmI3SULQ== 0000950123-07-001972.txt : 20070213 0000950123-07-001972.hdr.sgml : 20070213 20070213160127 ACCESSION NUMBER: 0000950123-07-001972 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070213 DATE AS OF CHANGE: 20070213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: REGENERON PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000872589 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 133444607 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-41938 FILM NUMBER: 07610146 BUSINESS ADDRESS: STREET 1: 777 OLD SAW MILL RIVER RD CITY: TARRYTOWN STATE: NY ZIP: 10591-6707 BUSINESS PHONE: 9143477000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SCHLEIFER LEONARD S CENTRAL INDEX KEY: 0001218629 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O REGENERON PHARMACEUTICALS INC STREET 2: 777 OLD SAW MILL RIVER RD CITY: TARRYTOWN STATE: NY ZIP: 10591 BUSINESS PHONE: 9143457400 SC 13G/A 1 y30308sc13gza.txt SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 6) REGENERON PHARMACEUTICALS, INC ---------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.001 par value ---------------------------------------------------------------------------- (Title of Class of Securities) 75886F 10 7 ---------------------------------------------------------------------------- (CUSIP Number) December 31, 2006 ---------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: o Rule 13d-1(b) x Rule 13d-1(c) o Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 1 of 5 CUSIP No. 75886F 10 7 13G/A 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Leonard S. Schleifer, M.D., Ph.D. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) o 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY 3,104,689 (See Item 4) OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER 3,104,689 (See Item 4) 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,104,689 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [X] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.7% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT SCHEDULE 13G/A -------------- CUSIP No. 75886F 10 7 Item 1. (a) Name of Issuer Regeneron Pharmaceuticals, Inc. Item 1. (b) Address of Issuer's Principal Executive Offices 777 Old Saw Mill River Road Tarrytown, New York 10591 Item 2. (a) Name of Person Filing Leonard S. Schleifer, M.D., Ph.D. 2 of 5 Item 2. (b) Address of Principal Business Office or, if none, residence 777 Old Saw Mill River Road Tarrytown, New York 10591 Item 2. (c) Citizenship United States of America Item 2. (d) Title of Class of Securities Common Stock, par value $.001 per share Item 2. (e) CUSIP Number 75886F 10 7 Item 3. Not Applicable. Item 4. Ownership (a) Amount Beneficially Owned 3,104,689 shares, excluding the following shares which the Reporting Person disclaims beneficial ownership: 29,275 shares of Class A Stock and 900 shares of Common Stock held in a trust for the benefit of David Schleifer, a son of the Reporting Person, of which Harriet Schleifer, the wife of the Reporting Person, is the record owner. Regeneron Pharmaceuticals, Inc. (the "Issuer") has two classes of outstanding capital stock, Common Stock, par value $.001 per share (the "Common Stock"), holders of which are entitled to one vote per share, and Class A Stock, par value $.001 per share ("Class A Stock"), holders of which are entitled to ten votes per share. The Class A Stock is not registered pursuant to Section 12 of the Securities Exchange Act of 1934. Each share of Class A Stock may be converted at the option of the holder at any time into one fully paid and non-assessable share of Common Stock. In addition, pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class A Stock will be automatically converted into one fully paid and non-assessable share of Common Stock upon the transfer of Class A Stock whether by sale, exchange, gift, operation of law, pledge, or otherwise, or upon any transfer of the power to vote such shares by proxy, to a person who is not a "Permitted Transferee" (as such term is defined in the Issuer's Certificate of Incorporation). (b) Percent of Class 4.7% based on shares outstanding as of December 31, 2006, as reported by the Issuer, 1,710,790 shares of Class A Stock held by the Reporting Person, and 1,332,734 shares underlying options held by the Reporting Person which were exercisable as of December 31, 2006 or became exercisable within 60 days thereafter.
(c) Number of Shares as to which person has (i) Sole power to vote or to direct the vote 3,104,689 (ii) Shared power to vote or to direct the vote 0 (iii) Sole power to dispose or to direct the disposition 3,104,689 (iv) Shared power to dispose or to direct the disposition 0
3 of 5 Item 5. Ownership of Five Percent or Less of a Class /X/ Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable. Item 8. Identification and Classification of Members of the Group. Not Applicable. Item 9. Notice and Dissolution of Group. Not Applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 4 of 5 SIGNATURE --------- After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 13, 2007 By: /s/ Leonard Schleifer ---------------------- Leonard S. Schleifer, M.D., Ph.D. 5 of 5 End of Filing -----END PRIVACY-ENHANCED MESSAGE-----