Biogen (BIIB) CAO Sean Godbout nets shares from RSU vesting and tax withholding

Rhea-AI Filing Summary

BIOGEN INC. Chief Accounting Officer Sean Godbout exercised 181 restricted stock units into 181 shares of common stock on April 1, 2026. The RSUs, granted on April 1, 2025, vest in three equal yearly installments, and this transaction reflects one vesting event.

To cover tax obligations, 54 shares of common stock were withheld at a price of $183.78 per share, leaving a net increase of 127 shares. Following these compensation-related transactions, Godbout directly holds about 1,341.6667 shares of Biogen common stock, indicating a routine equity vesting and tax-withholding pattern rather than open-market trading.

Insider Trade Summary

181 shares exercised/converted

Mixed 3 txns

Insider Godbout Sean

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	181	$0.00	--
Exercise	Common Stock	181	$0.00	--
Tax Withholding	Common Stock	54	$183.78	$10K

Holdings After Transaction: Restricted Stock Unit — 364 shares (Direct); Common Stock — 1,395.667 shares (Direct)

Footnotes (1)

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Key Figures

RSUs exercised: 181 shares Tax-withholding shares: 54 shares Tax-withholding price: $183.78 per share +2 more

5 metrics

RSUs exercised 181 shares Restricted stock units converted to common stock on April 1, 2026

Tax-withholding shares 54 shares Shares withheld to cover taxes at $183.78 per share

Tax-withholding price $183.78 per share Value used for 54 withheld shares on April 1, 2026

Net new shares 127 shares 181 RSUs converted minus 54 shares withheld for taxes

Shares held after transaction 1,341.6667 shares Direct Biogen common stock holdings after April 1, 2026

Key Terms

Restricted Stock Unit, tax-withholding disposition, derivative exercise/conversion, Chief Accounting Officer

4 terms

Restricted Stock Unit financial

"The restricted stock units vest in three equal yearly installments"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

Chief Accounting Officer financial

"officer_title": "Chief Accounting Officer""

A chief accounting officer is a senior executive responsible for overseeing a company's financial records and ensuring all accounting practices are accurate and compliant with regulations. They play a key role in preparing financial reports that help investors understand the company's financial health, much like a trusted navigator guiding a ship through complex waters. Their work ensures transparency and trust in the company's financial information.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Godbout Sean

(Last) (First) (Middle)

225 BINNEY

(Street)

CAMBRIDGE MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BIOGEN INC. [ BIIB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/01/2026		M		181	A	$0	1,395.6667	D
Common Stock	04/01/2026		F		54	D	$183.78	1,341.6667	D

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
Restricted Stock Unit	$0	04/01/2026		M			181	(1)	04/01/2028	Common Stock	181	$0	364	D

Explanation of Responses:

1. The restricted stock units vest in three equal yearly installments beginning on the first anniversary of the grant date of April 1, 2025.

	/s/ Wendell Taylor, attorney-in-fact for Mr. Godbout	04/03/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Biogen (BIIB) report for Sean Godbout?

Biogen reported that Chief Accounting Officer Sean Godbout exercised 181 restricted stock units into 181 common shares. The transaction occurred on April 1, 2026, as part of a scheduled RSU vesting, rather than an open-market stock purchase or sale.

How many Biogen (BIIB) shares did Sean Godbout receive after tax withholding?

Sean Godbout effectively received 127 Biogen common shares after tax withholding. He exercised 181 RSU-linked shares, and 54 shares were withheld at $183.78 per share to satisfy tax obligations, leaving a net increase of 127 directly held shares.

What price was used for the tax-withholding shares in the Biogen (BIIB) Form 4?

The tax-withholding disposition used a price of $183.78 per share. A total of 54 common shares were withheld at this price to cover taxes arising from the vesting and conversion of 181 restricted stock units into Biogen common stock.

How many Biogen (BIIB) shares does Sean Godbout hold after these transactions?

After the reported transactions, Sean Godbout directly holds approximately 1,341.6667 shares of Biogen common stock. This figure reflects his position following the RSU conversion into 181 shares and the tax-withholding of 54 shares on April 1, 2026.

Are Sean Godbout’s Biogen (BIIB) transactions open-market buys or routine vesting?

The transactions are routine vesting-related events, not open-market buys or sells. Godbout exercised 181 restricted stock units at a $0.00 exercise price, then had 54 shares withheld for taxes, consistent with typical equity compensation practices for senior executives.

How do Sean Godbout’s Biogen (BIIB) RSUs vest over time?

Godbout’s restricted stock units vest in three equal yearly installments starting on April 1, 2025. The April 1, 2026 transaction represents one of these scheduled vesting installments, converting 181 RSUs into an equal number of Biogen common shares.