Anthony T. Cheung - 31 Oct 2023 Form 4 Insider Report for enGene Holdings Inc. (ENGN)

Role: Chief Technology Officer
Signature: /s/ Anthony T. Cheung
Issuer symbol: ENGN
Transactions as of: 31 Oct 2023
Net transactions value: $0
Form type: 4
Filing time: 02 Nov 2023, 16:10:33 UTC
Next filing: 20 Mar 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ENGN	Common Shares	Award		+49,933			49,933	31 Oct 2023	Direct	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ENGN	Stock Option (Right to Buy)	Award		+52,940			52,940	04 Dec 2013	Common Shares	52,940	$0.8800	Direct	F1, F2, F4
transaction	ENGN	Stock Option (Right to Buy)	Award		+28,876			28,876	21 May 2015	Common Shares	28,876	$0.8800	Direct	F1, F2, F5
transaction	ENGN	Stock Option (Right to Buy)	Award		+22,860			22,860	11 Jan 2016	Common Shares	22,860	$0.8800	Direct	F1, F2, F6
transaction	ENGN	Stock Option (Right to Buy)	Award		+36,618			36,618	16 Mar 2018	Common Shares	36,618	$0.8800	Direct	F1, F2, F7
transaction	ENGN	Stock Option (Right to Buy)	Award		+1,266			1,266	14 Dec 2020	Common Shares	1,266	$0.8800	Direct	F1, F2, F8
transaction	ENGN	Stock Option (Right to Buy)	Award		+155,472			155,472	20 Aug 2021	Common Shares	155,472	$0.8800	Direct	F1, F2, F9
transaction	ENGN	Stock Option (Right to Buy)	Award		+2,255			2,255	20 Aug 2021	Common Shares	2,255	$0.8800	Direct	F1, F2, F10
transaction	ENGN	Stock Option (Right to Buy)	Award		+185,222			185,222	07 Jul 2023	Common Shares	185,222	$4.25	Direct	F1, F2, F11

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On October 31, 2023 (the "Closing Date"), the parties to the Business Combination Agreement, dated as of May 16, 2023 (as amended, the "Business Combination Agreement"), by and among Forbion European Acquisition Corp., a Cayman Islands exempted company and a special purpose acquisition corporation ("FEAC"), enGene Inc., a corporation incorporated under the laws of Canada ("enGene"), and enGene Holdings Inc. (the "Issuer" or "New enGene"), completed the transactions contemplated thereby, pursuant to which (i) each share of FEAC was exchanged on a one for one basis for a share of New enGene, and (ii) each share of enGene was exchanged for 0.1804799669 shares of New enGene, and each of FEAC and enGene became wholly-owned subsidiaries of New enGene. The transactions contemplated by the Business Combination Agreement are referred to herein as the "Business Combination".
F2	Pursuant to the terms of the Business Combination, the shareholders of enGene received 0.1804799669 common shares of the Issuer ("Common Shares") for each share of enGene held by them immediately prior to the Closing Date. Upon the Closing of the Business Combination, all outstanding enGene options were assumed by New enGene. enGene options that were issued or available to be issued as of May 16, 2023 were accelerated and become vested and exercisable (if not previously vested and exercisable). The issuance of the securities to the Reporting Person was approved by the Issuer's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
F3	Reflects Common Shares acquired pursuant to the Business Combination.
F4	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 293,333 common shares of enGene.
F5	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 160,000 common shares of enGene.
F6	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 126,667 common shares of enGene.
F7	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 202,897 common shares of enGene.
F8	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 7,020 common shares of enGene.
F9	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 861,441 common shares of enGene.
F10	This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 12,500 common shares of enGene.
F11	This option was granted on July 7, 2023 on the condition it is not exercisable unless and until (i) the Business Combination Agreement has been completed and (ii) an effective registration statement for the New enGene shares underlying such granted options has been filed. This option was received in the Business Combination in exchange for an option to purchase 1,026,277 common shares of enGene. This option is fully vested.