Samsara BioCapital GP, LLC - Nov 25, 2024 Form 3 Insider Report for Neurogene Inc. (NGNE)

Role
10%+ Owner
Signature
Samsara BioCapital GP, LLC, By /s/ Srinivas Akkaraju, Managing Member
Stock symbol
NGNE
Transactions as of
Nov 25, 2024
Transactions value $
$0
Form type
3
Date filed
11/27/2024, 04:36 PM
Previous filing
Jun 3, 2024
Next filing
Nov 27, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NGNE Common Stock 1.67M Nov 25, 2024 By Samsara BioCapital, L.P. F1

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
holding NGNE Pre-Funded Warrants (Right to Buy) Nov 25, 2024 Common Stock 67.1K By Samsara BioCapital, L.P. F1, F2, F3
holding NGNE Pre-Funded Warrants (Right to Buy) Nov 25, 2024 Common Stock 20K $0.00 By Samsara BioCapital, L.P. F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Securities are held by Samsara BioCapital L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of the Reporting Persons disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein.
F2 The Pre-Funded Warrants have no expiration date and are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Pre-Funded Warrants to the extent that such exercise would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.
F3 The exercise price of the Pre-Funded Warrants is $0.000001.