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*
SHOOTER ERIC M

(Last) (First) (Middle)
777 OLD SAW MILL RIVER ROAD

(Street)
TARRYTOWN NY 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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2013
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)
Code V Amount (A) or (D) Price
Common Stock 05/06/2013 M 3,428 A $24.41 3,428 D
Common Stock 05/06/2013 S 3,428 D $256.49 (1) 0 D
Common Stock 05/06/2013 M 1,572 A $24.41 1,572 D
Common Stock 05/06/2013 S 1,572 D $257.13 (2) 0 D
Common Stock 05/06/2013 M 2,202 A $33.42 2,202 D
Common Stock 05/06/2013 S 2,202 D $257.7 (3) 0 D
Common Stock 05/06/2013 M 2,759 A $33.42 2,759 D
Common Stock 05/06/2013 S 2,759 D $258.49 (4) 0 D
Common Stock 05/06/2013 M 5,039 A $33.42 5,039 D
Common Stock 05/06/2013 S 5,039 D $260.4 (5) 0 D
Common Stock 05/06/2013 M 66 A $57.11 66 D
Common Stock 05/06/2013 S 66 D $260.96 0 D
Common Stock 05/06/2013 M 1,639 A $57.11 1,639 D
Common Stock 05/06/2013 S 1,639 D $261.42 (6) 0 D
Common Stock 05/06/2013 M 2,695 A $57.11 2,695 D
Common Stock 05/06/2013 S 2,695 D $262.28 (7) 0 D
Common Stock 05/06/2013 M 200 A $57.11 200 D
Common Stock 05/06/2013 S 200 D $263.98 (8) 0 D
Common Stock 05/06/2013 M 400 A $57.11 400 D
Common Stock 05/06/2013 S 400 D $264.13 0 D
Common Stock 05/06/2013 C (9) 5,000 A $0.0 7,500 I GRAT self
Common Stock 05/06/2013 S 5,000 D $262.77 (10) 2,500 I GRAT self
Common Stock 05/06/2013 C (9) 5,000 A $0.0 7,500 I GRAT spouse
Common Stock 05/06/2013 S 400 D $258.78 (11) 7,100 I GRAT spouse
Common Stock 05/06/2013 S 200 D $259.32 (12) 6,900 I GRAT spouse
Common Stock 05/06/2013 S 2,100 D $260.61 (13) 4,800 I GRAT spouse
Common Stock 05/06/2013 S 900 D $261.65 (14) 3,900 I GRAT spouse
Common Stock 05/06/2013 S 1,200 D $262.35 (15) 2,700 I GRAT spouse
Common Stock 05/06/2013 S 200 D $264.18 (16) 2,500 I GRAT spouse
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class A Stock (17) $0.0 (17) 05/06/2013 C (9) 5,000 (17) (17) Common Stock 5,000 $0.0 17,500 I GRAT self
Class A Stock (17) $0.0 (17) 05/06/2013 C (9) 5,000 (17) (17) Common Stock 5,000 $0.0 17,500 I GRAT spouse
Non-Qualified Stock Option (right to buy) $24.41 05/06/2013 M 3,428 (18) 01/04/2020 Common Stock 3,428 (17) 1,572 D
Non-Qualified Stock Option (right to buy) $24.41 05/06/2013 M 1,572 (18) 01/04/2020 Common Stock 1,572 (17) 0 D
Non-Qualified Stock Option (right to buy) $33.42 05/06/2013 M 2,202 (18) 01/03/2021 Common Stock 2,202 (17) 12,798 D
Non-Qualified Stock Option (right to buy) $33.42 05/06/2013 M 2,759 (18) 01/03/2021 Common Stock 2,759 (17) 10,039 D
Non-Qualified Stock Option (right to buy) $33.42 05/06/2013 M 5,039 (18) 01/03/2021 Common Stock 5,039 (17) 5,000 D
Non-Qualified Stock Option (right to buy) $57.11 05/06/2013 M 66 (18) 01/03/2022 Common Stock 66 (17) 14,934 D
Non-Qualified Stock Option (right to buy) $57.11 05/06/2013 M 1,639 (18) 01/03/2022 Common Stock 1,639 (17) 13,295 D
Non-Qualified Stock Option (right to buy) $57.11 05/06/2013 M 2,695 (18) 01/03/2022 Common Stock 2,695 (17) 10,600 D
Non-Qualified Stock Option (right to buy) $57.11 05/06/2013 M 200 (18) 01/03/2022 Common Stock 200 (17) 10,400 D
Non-Qualified Stock Option (right to buy) $57.11 05/06/2013 M 400 (18) 01/03/2022 Common Stock 400 (17) 10,000 D
Explanation of Responses:
1. Represents volume-weighted average price of sales of 3,428 shares of Company stock on May 6, 2013 at prices ranging from $255.91 to $255.82. 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 May 6, 2013 at each separate price.
2. Represents volume-weighted average price of sales of 1,572 shares of Company stock on May 6, 2013 at prices ranging from $257.00 to $257.37. 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 6, 2013 at each separate price.
3. Represents volume-weighted average price of sales of 2,202 shares of Company stock on May 6, 2013 at prices ranging from $257.36 to $257.91. 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 6, 2013 at each separate price.
4. Represents volume-weighted average price of sales of 2,759 shares of Company stock on May 6, 2013 at prices ranging from $258.02 to $258.87. 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 6, 2013 at each separate price.
5. Represents volume-weighted average price of sales of 5,039 shares of Company stock on May 6, 2013 at prices ranging from $260.24 to $260.96. 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 6, 2013 at each separate price.
6. Represents volume-weighted average price of sales of 1,639 shares of Company stock on May 6, 2013 at prices ranging from $261.00 to $261.73. 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 May 6, 2013 at each separate price.
7. Represents volume-weighted average price of sales of 2,695 shares of Company stock on May 6, 2013 at prices ranging from $262.00 to $262.99. 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 6, 2013 at each separate price.
8. Represents volume-weighted average price of sales of 200 shares of Company stock on May 6, 2013 at prices ranging from $263.96 to $263.99. 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 6, 2013 at each separate price.
9. Class A Stock of the Company converts to Common Stock of the Company on a one-to-one basis upon certain events.
10. Represents volume-weighted average price of sales of 5,000 shares of Company stock on May 6, 2013 at prices ranging from $262.05 to $262.98. 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 6, 2013 at each separate price.
11. Represents volume-weighted average price of sales of 400 shares of Company stock on May 6, 2013 at prices ranging from $258.65 to $258.97. 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 6, 2013 at each separate price.
12. Represents volume-weighted average price of sales of 200 shares of Company stock on May 6, 2013 at prices ranging from $259.00 to $259.64. 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 6, 2013 at each separate price.
13. Represents volume-weighted average price of sales of 2,100 shares of Company stock on May 6, 2013 at prices ranging from $260.12 to $260.90. 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 6, 2013 at each separate price.
14. Represents volume-weighted average price of sales of 900 shares of Company stock on May 6, 2013 at prices ranging from $261.40 to $261.91. 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 6, 2013 at each separate price.
15. Represents volume-weighted average price of sales of 1,200 shares of Company stock on May 6, 2013 at prices ranging from $262.01 to $262.99. 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 6, 2013 at each separate price.
16. Represents volume-weighted average price of sales of 200 shares of Company stock on May 6, 2013 at prices ranging from $264.17 to $264.18. 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 6, 2013 at each separate price.
17. Exercisable date, exercise date, exercise price, purchase price, sales price, and/or expiration date is/are not applicable in this case.
18. The stock option becomes exercisable in three equal annual installments, commencing one year after the date of grant.
/s/**Eric M. Shooter 05/07/2013
** Signature of Reporting Person Date
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