SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) JULY 11, 2002 (JULY 10, 2002)
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REGENERON PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in its charter)
NEW YORK 0-19034 No. 13-3444607
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
777 OLD SAW MILL RIVER ROAD, TARRYTOWN, NY 10591-6707
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(Address of principalexecutive offices) (Zip Code)
Registrant's telephone number, including area code (914) 347-7000
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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INFORMATION TO BE INCLUDED IN REPORT
ITEM 5. OTHER EVENTS.
The Company has been advised that on July 10, 2002, Leonard S. Schleifer, M.D.,
Ph.D., President and Chief Executive Officer of the Company, entered into a
trading plan complying with SEC Rule 10b5-1 and the Company's insider trading
policy. Under Rule 10b5-1, directors and officers may adopt a prearranged
contract or plan for the sale of Company securities under specified conditions
and times.
Dr. Schleifer's plan calls for the sale of a minimum of 31,000 shares and
potentially up to approximately 484,000 shares of Company common stock between
September 1, 2002 and August 31, 2003 contingent upon the Company's share price
reaching certain designated prices up to $46.00 per share. The shares to be sold
under the plan would come from the exercise of stock options issued under the
Company's Long-Term Incentive Plans. Dr. Schleifer intends to sell a portion of
the shares under the plan to reduce Alternative Minimum Tax relating to the
exercise of incentive stock options earlier in the year.
Murray A. Goldberg, Senior Vice President, Finance & Administration and Chief
Financial Officer, and George D. Yancopoulos, M.D., Ph.D., Executive Vice
President, Chief Scientific Officer, and President, Regeneron Research
Laboratories, and other Company officers and directors have also adopted 10b5-1
plans to sell shares of Company common stock under specified conditions and
times. In addition, P. Roy Vagelos , M.D., Chairman of the Company's Board of
Directors, has adopted 10b5-1 plans to allow certain of his shares of Company
common stock to be gifted to a charitable foundation. We expect that directors
and officers of the Company will adopt additional 10b5-1 plans in the future
consistent with the Company's insider trading policy. Except as may become
required by law, the Company does not undertake to report modifications,
terminations or other activities under these plans, nor the establishment of
future 10b5-1 plans by these or other Company directors or officers.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
REGENERON PHARMACEUTICALS, INC.
By: /s/ Stuart Kolinski
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Stuart Kolinski
Vice President & General Counsel
Date: July 11, 2002
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