BIIB Form 4: 2.3k Restricted Stock Units Awarded to Director Pangalos

Rhea-AI Filing Summary

Form 4 overview: On 06/17/2025 Biogen (BIIB) director Menelas N. Pangalos received 2,370 restricted stock units (RSUs) at no cost. The units convert to common stock on the earlier of the company’s next annual meeting or 06/17/2026. After the award, the director beneficially owns 2,370 BIIB shares directly.

No shares were sold or disposed of; the filing reflects standard director compensation. Given Biogen’s large share count, the issuance is immaterial to dilution or valuation and therefore neutral for investors.

Insights

Corporate Governance Expert

TL;DR: Routine RSU grant aligns director incentives; governance sound, financial impact negligible.

This Form 4 discloses a single equity award of 2,370 RSUs to Director Menelas Pangalos. The grant follows Biogen’s standard annual board compensation program and vests within one year. No dispositions occurred, and ownership remains direct. With roughly 145 million shares outstanding, the grant represents less than 0.002% dilution—far below any materiality threshold. From a governance perspective, periodic equity compensation is expected and supports alignment between directors and shareholders. No red flags or unusual structures are observed.

Portfolio Manager

TL;DR: Insider activity is neutral; 2,370-share award too small to influence BIIB’s supply-demand dynamics.

The transaction neither signals bullish insider buying nor bearish selling—it is a non-cash compensation grant. The absence of share sales or a 10b5-1 plan suggests the director has not monetized holdings. Position size is immaterial relative to Biogen’s daily trading volume and market capitalisation, so liquidity and valuation effects are nil. Investors can treat this filing as routine housekeeping with no need to adjust models or position sizing.

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
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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^*

Pangalos Menelas N

(Last) (First) (Middle)

C/O BIOGEN INC. 225 BINNEY

(Street)

CAMBRIDGE MA 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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

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	06/17/2025		A		2,370		(1)	06/17/2026	Common Stock	2,370	$0	2,370	D

Explanation of Responses:

1. The restricted stock units vest on the earlier of (i) the next annual meeting or (ii) the anniversary of the date of grant of June 17, 2025.

	/s/ Wendell Taylor, attorney-in-fact for Dr. Pangalos	06/18/2025
	** 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.

FAQ

What insider transaction did BIIB report on 18-Jun-2025?

Biogen disclosed that Director Menelas Pangalos received 2,370 restricted stock units on 17-Jun-2025.

When do the 2,370 RSUs granted to Dr. Pangalos vest?

They vest on the earlier of Biogen’s next annual meeting or 06/17/2026.

Did the Form 4 show any BIIB shares sold by the director?

No. The filing reports no dispositions; only an RSU award was made.

How many Biogen shares does Dr. Pangalos own after the grant?

After the transaction he beneficially owns 2,370 common shares directly.

Was the transaction made under a Rule 10b5-1 trading plan?

The Form 4 does not indicate a 10b5-1 plan; the checkbox was left blank.