Randal J. Kirk - 17 Sep 2025 Form 4 Insider Report for PRECIGEN, INC. (PGEN)

Role
Director, 10%+ Owner
Signature
/s/ Randal J. Kirk
Issuer symbol
PGEN
Transactions as of
17 Sep 2025
Net transactions value
-$18,653,532
Form type
4
Filing time
19 Sep 2025, 20:46:14 UTC
Previous filing
17 Mar 2025
Next filing
30 Sep 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
KIRK RANDAL J Director, 10%+ Owner C/O THIRD SECURITY, LLC, 1881 GROVE AVENUE, RADFORD /s/ Randal J. Kirk 19 Sep 2025 0001091823

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PGEN Common Stock Options Exercise +17,385,257 +27% 82,164,767 17 Sep 2025 by R.J. Kirk DOT F1, F4
transaction PGEN Common Stock Sale $5,416,970 -1,403,360 -10% $3.86 12,117,429 18 Sep 2025 by Kapital Joe F2, F4
transaction PGEN Common Stock Sale $13,236,563 -3,596,892 -30% $3.68 8,520,537 19 Sep 2025 by Kapital Joe F3, F4
holding PGEN Common Stock 1,096,686 17 Sep 2025 by Parkview 2020 F4
holding PGEN Common Stock 490,401 17 Sep 2025 by JPK 2008 F4
holding PGEN Common Stock 3,703,398 17 Sep 2025 by JPK 2009 F4
holding PGEN Common Stock 1,654,363 17 Sep 2025 by JPK 2012 F4
holding PGEN Common Stock 489,438 17 Sep 2025 by MGK 2008 F4
holding PGEN Common Stock 3,944,437 17 Sep 2025 by MGK 2009 F4
holding PGEN Common Stock 1,637,040 17 Sep 2025 by MGK 2011 F4
holding PGEN Common Stock 578,079 17 Sep 2025 by ZSK 2008 F4
holding PGEN Common Stock 351,120 17 Sep 2025 by ZSK 2009 F4
holding PGEN Common Stock 453,731 17 Sep 2025 by Kellie L. Banks LTT F4
holding PGEN Common Stock 1,403 17 Sep 2025 by Lotus F4
holding PGEN Common Stock 16,406,828 17 Sep 2025 by Sunset 2020 F4
holding PGEN Common Stock 6,085,471 17 Sep 2025 by Third Security F4
holding PGEN Common Stock 1,144,481 17 Sep 2025 by Spouse

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 PGEN 8.00% Series A Convertible Perpetual Preferred Stock Options Exercise -25,000 -100% 0 17 Sep 2025 Common Stock 17,385,257 $1.44 by R.J. Kirk DOT F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 27, 2024, the issuer entered into a Securities Purchase Agreement with certain existing and new investors, including R.J. Kirk Declaration of Trust ("R.J. Kirk DOT"), pursuant to which the issuer agreed to sell its 8.00% Series A Convertible Perpetual Preferred Stock (the "Preferred Stock") in a private placement transaction. The Preferred Stock was convertible into shares of common stock of the issuer (i) at the option of the holder at anytime on or after the later of the six-month anniversary of the issue date and the date on which the issuer has, among other things, obtained shareholder approval, which shareholder approval was obtained on June 26, 2025 and (ii) at an initial conversion price of approximately $1.125 per share, which conversion price was subject to upward adjustment based on the valuation of the common stock from time to time.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.78 to $3.95, 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 forth in footnote (2) to this Form 4.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.63 to $3.79, 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 forth in footnote (3) to this Form 4.
F4 Randal J. Kirk controls each of R.J. Kirk DOT, Kapital Joe, LLC ("Kapital Joe"), Parkview 2020 Limited Partnership ("Parkview 2020"), JPK 2008 LLC ("JPK 2008"), JPK 2009 LLC ("JPK 2009"), JPK 2012 LLC ("JPK 2012"), MGK 2008 LLC ("MGK 2008"), MGK 2009 LLC ("MGK 2009"), MGK 2011 LLC ("MGK 2011"), ZSK 2008 LLC ("ZSK 2008"), ZSK 2009 LLC ("ZSK 2009"), Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Lotus Capital (2000) Company, Inc. ("Lotus"), Sunset 2020 LLC ("Sunset 2020") and Third Security, LLC ("Third Security"). 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.