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United States securities and exchange commission logo
November 20, 2020
Robert E. Landry
Chief Financial Officer
Regeneron Pharmaceuticals, Inc.
777 Old Saw Mill River Road
Tarrytown, New York 10591-6707
Re: Regeneron
Pharmaceuticals, Inc.
Form 10-K for the
fiscal year ended December 31, 2019
Filed on February
7, 2020
Form 10-Q for the
quarterly period ended September 30, 2020
Filed on November
5, 2020
File No. 0-19034
Dear Mr. Landry:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K, Filed February 7, 2020
Item 10. Directors, Executive Officers and Corporate Governance, page 76
1. We note the following
statement on page 26 of the proxy statement that has been
incorporated by
reference [t]he board has determined that this leadership structure is
appropriate for the
Company at this time. In future filings, please provide detail
concerning why you have
determined that this leadership structure is appropriate given
your specific
characteristics or circumstances as required by Item 407(h) of Regulation S-
K.
Item 11. Executive Compensation, page 76
2. We note your reference
to a share repurchase program in the Compensation Discussion
and Analysis section of
the definitive proxy statement that is incorporated by reference,
Robert E. Landry
Regeneron Pharmaceuticals, Inc.
November 20, 2020
Page 2
and the disclosure in your Form 10-K of repurchases that occurred in
2019. Please tell us
why you do not discuss in your CD&A the impact of share repurchases on
your
compensation levels in 2019.
Form 10-Q for the Quarterly Period Ended September 30, 2020
Notes to Condensed Consolidated Financial Statements (Unaudited)
1. Interim Financial Statements
Basis of Presentation, page 7
3. We note your disclosure that effective January 1, 2020 you changed the
presentation of
cost reimbursements from collaborators who are not deemed to be your
customers from
collaboration revenue to a reduction of the corresponding operating
expense. We note
that you also changed the presentation of amounts recognized in
connection with up-front
and development milestone payments from collaboration revenue to other
operating
income. Please provide us with your full analysis supporting this
change and its impact
on each element of your collaboration agreements. In particular,
please explain why you
changed your conclusion regarding whether your collaborators were
deemed to be
customers and how this impacted your application of applicable revenue
recognition
guidance.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Angela Connell at 202-551-3426 if you have questions
regarding
comments on the financial statements and related matters. Please contact
Margaret Schwartz at
202-551-7153 or Mary Beth Breslin at 202-551-3625 with any other questions.
FirstName LastNameRobert E. Landry Sincerely,
Comapany NameRegeneron Pharmaceuticals, Inc.
Division of
Corporation Finance
November 20, 2020 Page 2 Office of Life
Sciences
FirstName LastName