GENZYME CORP|4Apr 6, 11:49 AM ET

GENZYME CORP 4

4 · GENZYME CORP · Filed Apr 6, 2011

Insider Transaction Report

Form 4

Period: 2011-04-04

GENZYME CORPGENZ

WIRTH PETER

Exec VP,Legal & Corporate Dev.

Transactions

Disposition from Tender
Genzyme common stock (GENZ)
2011-04-04$74.00/sh−15,660$1,158,840→ 29,250 total
Disposition from Tender
Genzyme common stock (GENZ)
2011-04-04$74.00/sh−148$10,952→ 0 total(indirect: By IRA)
Exercise/Conversion
Restricted Stock Units
2011-04-04−14,250→ 0 total
From: 2012-05-21→ Genzyme common stock (GENZ) (14,250 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$51.52/sh−42,750$2,202,480→ 0 total
Exercise: $51.52Exp: 2020-06-16→ Genzyme common stock (GENZ) (42,750 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$68.48/sh−45,000$3,081,600→ 0 total
Exercise: $68.48From: 2008-05-22Exp: 2018-05-22→ Genzyme common stock (GENZ) (45,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$43.90/sh−81,000$3,555,900→ 0 total
Exercise: $43.90From: 2004-05-27Exp: 2014-05-27→ Genzyme common stock (GENZ) (81,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$41.50/sh−2,245$93,168→ 0 total
Exercise: $41.50From: 2002-05-30Exp: 2012-05-30→ Genzyme common stock (GENZ) (2,245 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$32.52/sh−169,925$5,525,961→ 0 total
Exercise: $32.52From: 2002-05-30Exp: 2012-05-30→ Genzyme common stock (GENZ) (169,925 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$53.47/sh−62,000$3,315,140→ 0 total
Exercise: $53.47From: 2001-05-31Exp: 2011-05-31→ Genzyme common stock (GENZ) (62,000 underlying)
Exercise/Conversion
Genzyme common stock (GENZ)
2011-04-04+15,000→ 30,660 total
Disposition to Issuer
Genzyme common stock (GENZ)
2011-04-04$74.00/sh−29,250$2,164,500→ 0 total
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$58.66/sh−42,750$2,507,715→ 0 total
Exercise: $58.66From: 2009-05-21Exp: 2019-05-21→ Genzyme common stock (GENZ) (42,750 underlying)
Exercise/Conversion
Restricted Stock Units
2011-04-04−15,000→ 0 total
From: 2011-05-22→ Genzyme common stock (GENZ) (15,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$58.50/sh−69,000$4,036,500→ 0 total
Exercise: $58.50From: 2006-05-25Exp: 2016-05-25→ Genzyme common stock (GENZ) (69,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$62.98/sh−69,000$4,345,620→ 0 total
Exercise: $62.98From: 2005-05-26Exp: 2015-05-26→ Genzyme common stock (GENZ) (69,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$46.24/sh−90,000$4,161,600→ 0 total
Exercise: $46.24From: 2003-05-29Exp: 2013-05-29→ Genzyme common stock (GENZ) (90,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$32.52/sh−15,375$499,995→ 0 total
Exercise: $32.52From: 2005-05-30Exp: 2012-05-30→ Genzyme common stock (GENZ) (15,375 underlying)
Exercise/Conversion
Genzyme common stock (GENZ)
2011-04-04+14,250→ 44,910 total
Disposition to Issuer
Stock Option (right to buy)
2011-04-04$62.16/sh−45,000$2,797,200→ 0 total
Exercise: $62.16From: 2007-05-24Exp: 2017-05-24→ Genzyme common stock (GENZ) (45,000 underlying)

Footnotes (2)

[F1]The vested restricted stock units were scheduled to be released on 5/22/2011 and 5/21/2012.
[F2]This option, which provided for vesting 20% at grant and 20% annually over four years, was cancelled upon the consummation of the sanofi-aventis tender offer in exchange for a payment representing (A) an amount of cash equal to the excess of $74.00 over the exercise price of the option, multiplied by the total number of shares subject to such options, and (B) one contingent value right (CVR) per cancelled option.

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