UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 12, 2026
REGENERON PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
| 000-19034 | 13-3444607 | |
(Commission File Number) | (I.R.S. Employer Identification No.) | |
| 777 Old Saw Mill River Road, Tarrytown, New York | 10591-6707 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (914) 847-7000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock – par value $0.001 per share | REGN | NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
At the 2026 Annual Meeting of Shareholders of Regeneron Pharmaceuticals, Inc. (“Regeneron” or the “Company”) held on June 12, 2026, Regeneron’s shareholders voted on the matters set forth below.
Proposal 1 – Election of Directors
The following nominees for Class II directors were elected to serve until the 2027 Annual Meeting of Shareholders and until their successors are duly elected and qualified based upon the following votes:
| Nominee | For | Against | Abstain | Broker Non-Votes | ||||||||||||
| Joseph L. Goldstein, M.D. | 72,398,297 | 30,904,254 | 170,603 | 5,543,411 | ||||||||||||
| Christine A. Poon | 79,409,070 | 24,004,880 | 59,204 | 5,543,411 | ||||||||||||
| David P. Schenkein, M.D. | 99,241,219 | 4,180,107 | 51,828 | 5,543,411 | ||||||||||||
| Craig B. Thompson, M.D. | 81,933,651 | 21,378,567 | 160,936 | 5,543,411 | ||||||||||||
| Huda Y. Zoghbi, M.D. | 100,665,234 | 2,698,397 | 109,523 | 5,543,411 | ||||||||||||
Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was approved based upon the following votes:
| For: | 102,503,788 | |||
| Against: | 6,443,958 | |||
| Abstain: | 68,819 |
Proposal 3 – Advisory Vote on Executive Compensation
The resolution to approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement on Schedule 14A filed April 24, 2026 was approved based upon the following votes:
| For: | 96,469,374 | |||
| Against: | 6,898,268 | |||
| Abstain: | 105,512 | |||
| Broker Non-Votes: | 5,543,411 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| REGENERON PHARMACEUTICALS, INC. | |
| /s/ Joseph J. LaRosa | |
| Joseph J. LaRosa | |
| Executive Vice President, General Counsel and Secretary | |
Date: June 17, 2026