SEC Form 4 · accession 0001209191-17-037966
Neurogene Inc. · NGNE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Main
Officer — President and CEO · Director
Period of report
Jun 1, 2017
Accepted (ET)
Jun 5, 2017 · 7:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001404644
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 1, 2017 | M | 6,000 | $9.60 | A | 77,530 | D | |
| Common StockF2,F3 | Jun 1, 2017 | S | 6,000 | $12.998 | D | 71,530 | D | |
| Common StockF1 | Jun 2, 2017 | M | 6,000 | $9.60 | A | 77,530 | D | |
| Common StockF2,F4 | Jun 2, 2017 | S | 6,000 | $13.5933 | D | 71,530 | D | |
| Common StockF1 | Jun 5, 2017 | M | 3,625 | $9.60 | A | 75,155 | D | |
| Common StockF2,F5 | Jun 5, 2017 | S | 3,625 | $13.1575 | D | 71,530 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F6 | $9.60 | Jun 1, 2017 | M | 6,000 | D | — | Jun 7, 2017 | Common Stock | 6,000 | 9,625 | D |
| Stock Option (Right to Buy(F6 | $9.60 | Jun 2, 2017 | M | 6,000 | D | — | Jun 7, 2017 | Common Stock | 6,000 | 3,625 | D |
| Stock Option (Right to Buy)F6 | $9.60 | Jun 5, 2017 | M | 3,625 | D | — | Jun 7, 2017 | Common Stock | 3,625 | 0 | D |
Explanation of responses
- F1The exercise of options reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 15, 2017.
- F2The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 15, 2017.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.82 to $13.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.45 to $13.67, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set in this footnote.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.04 to $13.26, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set in this footnote.
- F6The option is fully vested.