Biogen exec exercises RSUs, withholds shares

Biogen Inc. Head of Research Jane Grogan reported equity compensation activity on February 6, 2026.

Accepted by SEC EDGAR 02/10/2026 - 04:59 PM EST

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Form Type

Rhea-AI Filing Summary

Biogen Inc. Head of Research Jane Grogan reported equity compensation activity on February 6, 2026. She converted 1,385 and 1,873 restricted stock units into common stock at an exercise price of $0 per share and had shares withheld to cover taxes at $201.18 per share.

After these transactions, she directly owned 4,058 shares of Biogen common stock and 3,747 restricted stock units. One RSU grant vests in three equal annual installments starting one year after the February 7, 2024 grant date, and another vests in three yearly installments beginning on the first anniversary of the February 6, 2025 grant date.

Insider Trade Summary

3,258 shares exercised/converted

Exercise 6 txns

Insider Grogan Jane

Role Head of Research

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	1,385	$0.00	$0.00
Exercise	Restricted Stock Unit	1,873	$0.00	$0.00
Exercise	Common Stock	1,385	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	407	$201.18	$82K
Exercise	Common Stock	1,873	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	584	$201.18	$117K

Holdings After Transaction: Restricted Stock Unit — 5,132 contracts (Direct); Common Stock — 4,058 shares (Direct)

Holdings Before and After: Restricted Stock Unit, 8,390 to 5,132 contracts (Direct); Common Stock, 1,791 to 4,058 shares (Direct)

Footnotes (2)

F1. The restricted stock units vest in three (3) equal annual installments, commencing one year after the grant date of 02/07/2024.
F2. The restricted stock units vest in three equal yearly installments beginning on the first anniversary of the grant date of February 6, 2025.

FAQ

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What did Biogen (BIIB) Head of Research Jane Grogan report on this Form 4?

Jane Grogan reported routine equity compensation activity. She converted restricted stock units into Biogen common stock and had some shares withheld to cover tax obligations, reflecting standard settlement of RSU awards under her compensation package.

How many Biogen (BIIB) common shares does Jane Grogan own after these transactions?

After the reported transactions, Jane Grogan directly owns 4,058 shares of Biogen common stock. This figure reflects RSU conversions into stock and share withholding to satisfy tax obligations on February 6, 2026.

How many restricted stock units in Biogen (BIIB) does Jane Grogan hold following the filing?

Following the transactions, Jane Grogan holds 3,747 Biogen restricted stock units. These units represent future rights to receive common shares as they vest over the vesting schedules described in the filing’s footnotes.

At what price were Biogen (BIIB) shares withheld for taxes in Jane Grogan’s Form 4?

Biogen shares were withheld at a price of $201.18 per share to cover Jane Grogan’s tax obligations. These withholding transactions are coded “F” and occur alongside RSU conversions into common stock on February 6, 2026.

How do Jane Grogan’s Biogen (BIIB) restricted stock units vest after the 2024 and 2025 grants?

One RSU grant vests in three equal annual installments starting one year after the February 7, 2024 grant. A second RSU grant vests in three equal yearly installments beginning on the first anniversary of the February 6, 2025 grant date.

What transaction codes appear in Jane Grogan’s Biogen (BIIB) Form 4 and what do they indicate?

The Form 4 uses code “M” for RSU conversions into common stock at $0 per share and code “F” for shares withheld at $201.18 per share to satisfy tax withholding obligations related to those equity awards.

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Form 4 Insider Transactions: What Each Field Means →

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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^*

Grogan Jane

(Last)

(First)

(Middle)

225 BINNEY

(Street)

CAMBRIDGE

02142

(City)

(State)

(Zip)

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)
	Head of Research

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/06/2026		M		1,385	A	$0	3,176	D
Common Stock	02/06/2026		F		407	D	$201.18	2,769	D
Common Stock	02/06/2026		M		1,873	A	$0	4,642	D
Common Stock	02/06/2026		F		584	D	$201.18	4,058	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	$0	02/06/2026		M			1,385	⁽¹⁾	02/07/2027	Common Stock	1,385	$0	1,385	D
Restricted Stock Unit	$0	02/06/2026		M			1,873	⁽²⁾	02/06/2028	Common Stock	1,873	$0	3,747	D

Explanation of Responses:

1. The restricted stock units vest in three (3) equal annual installments, commencing one year after the grant date of 02/07/2024.

2. The restricted stock units vest in three equal yearly installments beginning on the first anniversary of the grant date of February 6, 2025.

	/s/ Wendell Taylor, attorney-in-fact for Dr. Grogan	02/10/2026
	** 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.

Source: View Original Filing on SEC EDGAR