SEC Form 4 · accession 0001567619-18-006886
PRECIGEN, INC. · PGEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randal J Kirk
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Nov 20, 2018
Accepted (ET)
Nov 23, 2018 · 4:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001356090
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 20, 2018 | J | 12,694 | — | A | 151,746 | I | by JPK 2008 |
| Common StockF1,F2 | Nov 20, 2018 | J | 94,009 | — | A | 814,571 | I | by JPK 2009 |
| Common StockF1,F2 | Nov 20, 2018 | J | 36,493 | — | A | 879,537 | I | by JPK 2012 |
| Common StockF1,F2 | Nov 20, 2018 | J | 3,570 | — | A | 138,603 | I | by Kellie L. Banks LTT |
| Common StockF1,F2 | Nov 20, 2018 | J | 12,694 | — | A | 152,701 | I | by MGK 2008 |
| Common StockF1,F2 | Nov 20, 2018 | J | 90,836 | — | A | 941,191 | I | by MGK 2009 |
| Common StockF1,F2 | Nov 20, 2018 | J | 36,097 | — | A | 976,523 | I | by MGK 2011 |
| Common StockF1,F2 | Nov 20, 2018 | J | 46,212 | — | A | 46,212 | I | by Sr. Staff 2015 |
| Common StockF1,F2 | Nov 20, 2018 | J | 46,212 | — | A | 46,212 | I | by Staff 2015 |
| Common StockF1,F2 | Nov 20, 2018 | J | 10,314 | — | A | 124,495 | I | by ZSK 2008 |
| Common StockF1,F2 | Nov 20, 2018 | J | 7,537 | — | A | 83,221 | I | by ZSK 2009 |
| Common StockF2 | holding | — | — | — | 1,408,429 | I | by Third Security | |
| Common StockF2 | holding | — | — | — | 15,992,879 | I | by R.J. Kirk DOT | |
| Common StockF2 | holding | — | — | — | 14,140,139 | I | by Kapital Joe | |
| Common StockF3 | holding | — | — | — | 8,325,000 | I | by TSCP V | |
| Common StockF3 | holding | — | — | — | 311,287 | I | by Staff 2001 | |
| Common StockF3 | holding | — | — | — | 1,403 | I | by Lotus | |
| Common StockF3 | holding | — | — | — | 118,266 | I | by Senior Staff 2006 | |
| Common StockF3 | holding | — | — | — | 59,133 | I | by Staff 2006 | |
| Common StockF3 | holding | — | — | — | 19,711 | I | by Incentive 2006 | |
| Common StockF3 | holding | — | — | — | 5,483,957 | I | by Mascara Kaboom | |
| Common StockF3 | holding | — | — | — | 58,800 | I | by Sr. Staff | |
| Common StockF3 | holding | — | — | — | 213,805 | I | by ADC 2010 | |
| Common StockF3 | holding | — | — | — | 1,356,648 | I | by Senior Staff 2008 | |
| Common StockF3 | holding | — | — | — | 1,356,648 | I | by Staff 2010 | |
| Common StockF3 | holding | — | — | — | 678,323 | I | by Incentive 2010 | |
| Common StockF3 | holding | — | — | — | 13,340,645 | I | by NRM VI Holdings | |
| Common StockF3 | holding | — | — | — | 243,001 | I | by NRM VII Holdings |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 20, 2018, the issuer issued an aggregate of 1,933,737 shares of its common stock, in connection with the acquisition by ActoBio Therapeutics, Inc., a Delaware corporation and a wholly-owned subsidiary of the issuer, of Intrexon T1D Partners, LLC ("Intrexon T1D"). Each of JPK 2008, LLC ("JPK 2008"), JPK 2009, LLC ("JPK 2009"), JPK 2012, LLC ("JPK 2012"), Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), MGK 2008, LLC ("MGK 2008"), MGK 2009, LLC ("MGK 2009"), MGK 2011, LLC ("MGK 2011"), Third Security Senior Staff 2015 LLC ("Sr. Staff 2015"), Third Security Staff 2015 LLC ("Staff 2015"), ZSK 2008, LLC ("ZSK 2008"), and ZSK 2009, LLC ("ZSK 2009"), received approximately 0.19833 shares of common stock of the issuer for each unit of Intrexon T1D owned.
- F2Randal J. Kirk controls each of JPK 2008, JPK 2009, JPK 2012, Kellie L. Banks LTT, MGK 2008, MGK 2009, MGK 2011, Sr. Staff 2015, Staff 2015, ZSK 2008, ZSK 2009, Third Security, LLC ("Third Security"), the R.J. Kirk Declaration of Trust ("R.J. Kirk DOT") and Kapital Joe, LLC ("Kapital Joe"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
- F3Randal J. Kirk controls each of Third Security Capital Partners V, LLC ("TSCP V"), Third Security Staff 2001 LLC ("Staff 2001"), Lotus Capital (2000) Company Inc. ("Lotus"), Third Security Senior Staff 2006 LLC ("Senior Staff 2006"), and Third Security Staff 2006 LLC ("Staff 2006"), Third Security Incentive 2006 LLC ("Incentive 2006"), Mascara Kaboom, LLC ("Mascara Kaboom"), Third Security Senior Staff LLC ("Sr. Staff"), ADC 2010, LLC ("ADC 2010"), Third Security Senior Staff 2008 LLC ("Senior Staff 2008"), Third Security Staff 2010 LLC ("Staff 2010"), Third Security Incentive 2010 LLC ("Incentive 2010"), NRM VI Holdings I, LLC ("NRM VI Holdings") and NRM VII Holdings I, LLC ("NRM VII Holdings"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.