SEC Form 4 · accession 0000899243-15-005214
REGENXBIO Inc. · RGNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edgar Engleman
Director
Period of report
Sep 22, 2015
Accepted (ET)
Sep 22, 2015 · 5:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001590877
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 22, 2015 | C | 826,341 | — | A | 826,341 | I | See Footnote |
| Common StockF1,F3 | Sep 22, 2015 | C | 114,108 | — | A | 114,108 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series D Preferred StockF2,F1 | — | Sep 22, 2015 | C | 826,341 | D | — | — | Common Stock | 826,341 | 0 | I |
| Series D Preferred StockF3,F1 | — | Sep 22, 2015 | C | 114,108 | D | — | — | Common Stock | 114,108 | 0 | I |
Explanation of responses
- F1Each share of Preferred Series D Stock is convertible and will automatically convert on a 1:1 basis into the Issuer's common stock upon the closing of the Issuer's initial public offering of common stock pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission. These shares have no expiration date.
- F2The Reporting Person is a managing member of Vivo Capital VIII, LLC which is the sole general partner of Vivo Capital Fund VIII, L.P., the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise or such portion of the shares of common stock of the Issuer held by Vivo Capital Fund VIII, L.P. in which the Reporting Person has no pecuniary interest.
- F3The Reporting Person is a managing member of Vivo Capital VIII, LLC which is the sole general partner of Vivo Capital Surplus Fund VIII, L.P., the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise or such portion of the shares of common stock of the Issuer held by Vivo Capital Surplus Fund VIII, L.P. in which the Reporting Person has no pecuniary interest.