Olivier Danos - Jan 1, 2022 Form 4 Insider Report for REGENXBIO Inc. (RGNX)

Role: Chief Scientific Officer
Signature: /s/ Patrick J. Christmas as attorney-in-fact
Stock symbol: RGNX
Transactions as of: Jan 1, 2022
Transactions value $: -$21,571
Form type: 4
Date filed: 1/4/2022, 08:04 PM
Next filing: Jan 5, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RGNX	Common Stock	Award	$18.3K	+555	+2.91%	$33.02	19.6K	Jun 30, 2021	Direct	F1, F2
transaction	RGNX	Common Stock	Award	$27.80	+1	+0.01%	$27.80	19.6K	Dec 31, 2021	Direct	F3, F4
transaction	RGNX	Common Stock	Tax liability	-$39.9K	-1.22K	-6.23%	$32.70	18.4K	Jan 1, 2022	Direct
transaction	RGNX	Common Stock	Award	$0	+10.7K	+58.22%	$0.00	29.1K	Jan 3, 2022	Direct	F5

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	Stock Option (Right to Buy)	Award	$0	+51.1K		$0.00	51.1K	Jan 3, 2022	Common Stock	51.1K	$34.31	Direct	F6

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

Explanation of Responses:

Id	Content
F1	The reporting person is voluntarily reporting the acquisition of shares of the Issuer's common stock pursuant to the REGENXBIO Inc. Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of January 1, 2021 through June 30, 2021. This transaction is exempt under Rule 16b-3(c).
F2	In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the Issuer's common stock on June 30, 2021.
F3	The reporting person is voluntarily reporting the acquisition of shares of the Issuer's common stock pursuant to the ESPP for the ESPP purchase period of July 1, 2021 through December 31, 2021. This transaction is exempt under Rule 16b-3(c).
F4	In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the Issuer's common stock on December 31, 2021.
F5	Represents shares of common stock underlying a time-based restricted stock unit award (RSU). 25% of the shares subject to this RSU will vest on each of January 1, 2023, January 1, 2024, January 1, 2025 and January 1, 2026 while the recipient provides continuous service to the Issuer.
F6	25% of the shares subject to this option shall vest after 12 months of continuous service with the Issuer. The balance will vest in equal monthly installments over the 36 months following January 3, 2023 while the optionee provides continuous service to the Issuer.