Sec Form 4 Filing - Viehbacher Christopher @ BIOGEN INC. - 2022-12-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Viehbacher Christopher
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
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
BIOGEN INC., 225 BINNEY
3. Date of Earliest Transaction (MM/DD/YY)
12/01/2022
(Street)
CAMBRIDGE, MA02142
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option $ 301.85 12/01/2022 A 80,522 ( 1 ) 12/01/2032 Common Stock 80,522 $ 0 80,522 D
Restricted Stock Unit ( 2 ) 12/01/2022 A 7,040 ( 3 ) ( 3 ) Common Stock 7,040 $ 0 7,040 D
Performance Stock Unit ( 2 ) 12/01/2022 A 45,998 ( 4 ) ( 4 ) Common Stock 45,998 $ 0 45,998 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Viehbacher Christopher
BIOGEN INC.
225 BINNEY
CAMBRIDGE, MA02142
X President and CEO
Signatures
/s/ Wendell Taylor, attorney-in-fact for Christopher A. Viehbacher 12/05/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Stock Options are eligible to vest and become exercisable in approximately equal annual installments on the first, second and third anniversaries of the grant date of December 1, 2022.
( 2 )Each Performance Stock Unit ("PSU") or Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of common stock.
( 3 )Each RSU is eligible to vest on the third anniversary of the grant date of December 1, 2022.
( 4 )This represents the reporting person's PSUs that will be eligible for vesting based on achievement of absolute stock price compound annual growth rate goals ("Absolute CAGR PSUs") over a three-year performance period ending on November 30, 2025. The number of Absolute CAGR PSUs reported represents the maximum possible number of shares that are eligible for vesting, which is 200% of the number of shares at target payout.

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.
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