8-KLeadership Changes

REGENERON PHARMACEUTICALS, INC. 8-K Report, Executive Changes (Feb 5, 2014)

Filed February 5, 2014For Securities:REGN

Summary

Regeneron Pharmaceuticals, Inc. (REGN) announced a significant change to its Board of Directors. Dr. Eric M. Shooter, a co-founder and long-serving board member, has notified the company of his intention to retire. Dr. Shooter, who is 89 years old, has been a non-employee director for 25 years and is also a member of the Board's Technology Committee. His retirement is planned to be effective either at the company's 2014 annual shareholder meeting, expected on June 13, 2014, or upon the appointment of a new board member as stipulated by the Amended and Restated Investor Agreement with Sanofi. This transition marks the end of an era for one of the company's founding figures, underscoring the ongoing evolution of Regeneron's leadership and governance structure.

Key Highlights

  • 1Dr. Eric M. Shooter, co-founder and 25-year board member, has announced his intention to retire.
  • 2Dr. Shooter is 89 years old and serves on the Technology Committee of the Board.
  • 3His retirement is anticipated to occur by the 2014 annual shareholder meeting (expected June 13, 2014) or upon the appointment of a successor.
  • 4The appointment of a successor is governed by the Amended and Restated Investor Agreement with Sanofi.
  • 5This event signals a leadership transition on Regeneron's Board of Directors.

Frequently Asked Questions

Dr. Eric M. Shooter is a co-founder of Regeneron Pharmaceuticals and has served as a non-employee member of its Board of Directors for 25 years. His upcoming retirement marks the departure of a key figure from the company's foundational leadership.

Dr. Shooter's retirement is planned to be effective on the earlier of two dates: the date of Regeneron's 2014 annual shareholder meeting (currently expected to be June 13, 2014), or the effective date of the appointment of a new board member as per the investor agreement with Sanofi.

While the departure of a co-founder and long-term director is significant, the filing indicates his retirement is part of a planned transition, potentially involving a new board member appointed under the existing Sanofi investor agreement. The immediate impact on day-to-day strategy or operations is not detailed in this report, but it represents an evolution in board composition.

The Amended and Restated Investor Agreement between Regeneron and Sanofi, dated January 11, 2014, governs the appointment of new board members. This agreement means Sanofi has a defined role in the process of selecting Dr. Shooter's successor, influencing the composition of Regeneron's Board.