Kenneth T. Mills - Sep 13, 2021 Form 4 Insider Report for REGENXBIO Inc. (RGNX)

Role: President and CEO, Director
Signature: /s/ Patrick J. Christmas as attorney-in-fact
Stock symbol: RGNX
Transactions as of: Sep 13, 2021
Transactions value $: -$1,561,425
Form type: 4
Date filed: 9/15/2021, 04:15 PM
Previous filing: Jun 28, 2021
Next filing: Sep 29, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RGNX	Common Stock	Options Exercise	$11.3K	+3K	+1.07%	$3.76^*	284K	Sep 13, 2021	Direct	F1
transaction	RGNX	Common Stock	Sale	-$120K	-3K	-1.06%	$40.02	281K	Sep 13, 2021	Direct	F1
transaction	RGNX	Common Stock	Options Exercise	$125K	+33.1K	+11.8%	$3.76^*	314K	Sep 14, 2021	Direct	F1
transaction	RGNX	Common Stock	Options Exercise	$1.58K	+1.85K	+0.59%	$0.85^*	316K	Sep 14, 2021	Direct	F1
transaction	RGNX	Common Stock	Sale	-$1.58M	-35K	-11.08%	$45.11	281K	Sep 14, 2021	Direct	F1, F2

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	RGNX	Employee Stock Option (Right to Buy)	Options Exercise	$0	-3K	-1.12%	$0.00	266K	Sep 13, 2021	Common Stock	3K	$3.76	Direct	F1, F3
transaction	RGNX	Employee Stock Option (Right to Buy)	Options Exercise	$0	-33.1K	-12.46%	$0.00	233K	Sep 14, 2021	Common Stock	33.1K	$3.76	Direct	F1, F3
transaction	RGNX	Employee Stock Option (Right to Buy)	Options Exercise	$0	-1.85K	-4.67%	$0.00	37.8K	Sep 14, 2021	Common Stock	1.85K	$0.85	Direct	F1, F4

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

Explanation of Responses:

Id	Content
F1	This transaction was effected pursuant to a Rule 10b5-1 trading plan.
F2	This transaction was executed in multiple trades at prices ranging from $45.00 to $45.55. 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.
F3	The previously granted option, representing a right to purchase a total of 275,000 shares, became exercisable as follows: 25% of the shares subject to this option vested on May 19, 2016, and the balance vested in equal monthly installments over the 36 months thereafter.
F4	The 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.