alxn-20200529


Delaware	000-27756	13-3648318
------------------	------------------	---------------
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)


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 Instruction 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))


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. ¨

On May 28, 2020, Alexion Pharmaceuticals, Inc. (the “Company ”) and Amgen Inc. (“Amgen”) entered into a Confidential Settlement and License Agreement (the “Settlement Agreement ”) to settle three inter partes review proceedings (“IPRs”) at the Patent Trial and Appeal Board (“PTAB”) of the U.S. Patent and Trademark Office initiated by Amgen that the Company previously disclosed.

Pursuant to the Settlement Agreement, the Company and Amgen have agreed to file a motion with the PTAB to terminate each of the pending IPRs. In addition, effective March 1, 2025 (or an earlier date in certain circumstances), the Company grants to Amgen (and its affiliates and certain partners) a non-exclusive, royalty-free, license under U.S. patents and patent applications related to eculizumab and various aspects of the eculizumab product that the Company currently markets and sells under the tradename SOLIRIS®. This license will allow Amgen (and its affiliates and certain partners), effective March 1, 2025, the right to make, have made, use, import, have imported, sell, have sold, offer for sale, have offered for sale, distribute, and have distributed in or for the U.S., an eculizumab product.

The foregoing description of the Settlement Agreement does not purport to be complete and is qualified in its entirety by reference to the Settlement Agreement, which the Company intends to file as an exhibit to a future current or periodic report.

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 hereunto duly authorized.

Cover Page Statement	May 29, 2020
Cover [Abstract]
Title of 12(g) Security	Common Stock, par value $0.0001 per share
Entity Emerging Growth Company	false
Written Communications	false
Entity Incorporation, State or Country Code	DE
Entity Central Index Key	0000899866
Document Type	8-K
Document Period End Date	May 29, 2020
Entity Registrant Name	ALEXION PHARMACEUTICALS, INC.
Entity Address, Address Line One	121 Seaport Boulevard
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02210
City Area Code	475
Local Phone Number	230-2596
Amendment Flag	false
Entity File Number	000-27756
Entity Tax Identification Number	13-3648318
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Trading Symbol	ALXN
Security Exchange Name	NASDAQ

Cover Page Statement

May 29, 2020

Cover [Abstract]

Title of 12(g) Security

Common Stock, par value $0.0001 per share

Entity Emerging Growth Company

false

Written Communications

false

Entity Incorporation, State or Country Code

Entity Central Index Key

0000899866