SEC Form 4 · accession 0001562180-19-001047
REGENXBIO Inc. · RGNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kenneth T. Mills
Officer — President and CEO · Director
Period of report
Feb 14, 2019
Accepted (ET)
Feb 19, 2019 · 4:19 pm EST
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 Stock | Feb 14, 2019 | M | 15,000 | $0.85 | A | 261,000 | D | |
| Common StockF2 | Feb 15, 2019 | S | 3,412 | $45.96 | D | 257,588 | D | |
| Common StockF3 | Feb 15, 2019 | S | 3,522 | $47.30 | D | 254,066 | D | |
| Common StockF4 | Feb 15, 2019 | S | 8,066 | $47.84 | D | 246,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F5 | $0.85 | Feb 14, 2019 | M | 15,000 | D | — | Sep 23, 2024 | Common Stock | 15,000 | 174,670 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan.
- F2This transaction was executed in multiple trades at prices ranging from $45.48 to $46.44. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3This transaction was executed in multiple trades at prices ranging from $46.56 to $47.54. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4This transaction was executed in multiple trades at prices ranging from $47.57 to $48.15. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F5The previously granted option, representing a right to purchase a total of 708,200 shares, became exercisable as follows: 474,490 of the shares subject to the option are initial shares ("Initial Shares") and 233,710 of the shares subject to the option are contingent shares ("Contingent Shares"). 120,394 of the Initial Shares vested on September 17, 2014, 88,524 of the Initial Shares vested on September 17, 2015 and an additional 7,377 of the Initial Shares vested upon each month of continuous service to the Company thereafter. 25% of the Contingent Shares were deemed vested as of September 17, 2014 on January 13, 2015 due to a subsequent event. The remainder of the Contingent Shares vested over four years of service following September 17, 2014, with 25% of the remaining 75% of Contingent Shares having vested on September 17, 2015 and the remaining Contingent Shares having vested in 36 equal monthly installments thereafter.