Sec Form 4 Filing - SHARER KEVIN W @ AMGEN INC - 2012-01-27

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
SHARER KEVIN W
2. Issuer Name and Ticker or Trading Symbol
AMGEN INC [ AMGN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman of the Board and CEO
(Last) (First) (Middle)
ONE AMGEN CENTER DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
01/27/2012
(Street)
THOUSAND OAKS, CA91320-1799
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
Common Stock 01/27/2012 M 225,000 A $ 58.61 346,875 D
Common Stock 01/27/2012 M 192,000 A $ 42.13 538,875 D
Common Stock 01/27/2012 M 128,000 A $ 50.44 666,875 D
Common Stock 01/27/2012 G V 545,000 ( 1 ) D $ 0 121,875 ( 2 ) D
Common Stock 01/27/2012 G V 545,000 ( 1 ) A $ 0 717,222 I Living Trust
Common Stock 01/27/2012 S 540,808 D $ 68.5858 ( 3 ) 176,414 I Living Trust
Common Stock 01/27/2012 S 4,192 D $ 68.1081 ( 4 ) 172,222 I Living Trust
Common Stock 4,368.861 ( 5 ) I By 401(k) Plan
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
Nqso (Right to Buy) $ 58.61 01/27/2012 M 225,000 03/15/2006 03/15/2012 Common Stock 225,000 $ 0 0 D
Nqso (Right to Buy) $ 42.13 01/27/2012 M 192,000 04/29/2009 04/29/2015 Common Stock 192,000 $ 0 64,000 D
Nqso (Right to Buy) $ 50.44 01/27/2012 M 128,000 04/28/2010 04/28/2016 Common Stock 128,000 $ 0 128,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SHARER KEVIN W
ONE AMGEN CENTER DRIVE
THOUSAND OAKS, CA91320-1799
X Chairman of the Board and CEO
Signatures
/s/ Andrea A. Robinson, Attorney-in-Fact for Mr. Sharer 01/31/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares are being transferred to the reporting person's Living Trust.
( 2 )These shares include the following Restricted Stock Units (RSUs) granted under the Company's equity plans: 9,250 RSUs which fully vest on 4/29/2012; 18,500 RSUs which vest in two equal annual installments of 9,250 each commencing 4/28/2012; 34,125 RSUs which vest in three equal annual installments of 11,375 each commencing 4/26/2012; and 60,000 RSUs which vest in two equal installments of 19,800 each on 4/25/2013 and 4/25/2014 and one installment of 20,400 on 4/25/2015. Vested RSUs are paid in shares of the Company's Common Stock on a one-to-one basis.
( 3 )The price reported is an average price. The prices ranged from $68.16 to $69.16 per share. Full information regarding the number of shares sold at each separate price within the range set forth above is available upon request by the SEC staff, the issuer or a security holder of the issuer.
( 4 )The price reported is an average price. The prices ranged from $68.04 to $68.15 per share. Full information regarding the number of shares sold at each separate price within the range set forth above is available upon request by the SEC staff, the issuer or a security holder of the issuer.
( 5 )These are shares acquired under the Company's 401(k) Plan and represent interests in the Company's stock fund as of this filing.

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.