Olivier Danos - Jan 2, 2024 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 2, 2024
Transactions value $: -$116,594
Form type: 4
Date filed: 1/4/2024, 04:22 PM
Previous filing: Jan 5, 2023
Next filing: Aug 5, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RGNX	Common Stock	Award	$15.3K	+728	+0.78%	$21.00	93.7K	Jun 30, 2022	Direct	F1, F2
transaction	RGNX	Common Stock	Award	$19.1K	+1.12K	+1.2%	$16.99	94.8K	Jun 30, 2023	Direct	F3, F4
transaction	RGNX	Common Stock	Tax liability	-$151K	-8.41K	-8.87%	$17.95	86.4K	Jan 2, 2024	Direct	F5
transaction	RGNX	Common Stock	Award	$0	+38.5K	+44.52%	$0.00	125K	Jan 2, 2024	Direct	F6

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 Options (Right to buy)	Award	$0	+61.1K		$0.00	61.1K	Jan 2, 2024	Common Stock	61.1K	$18.34	Direct	F7

* 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, 2022 through June 30, 2022. 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, 2022.
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 January 1, 2023 through June 30, 2023. 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 June 30, 2023.
F5	Represents shares of common stock withheld to pay taxes upon the vesting of restricted stock units originally granted to the reporting person on January 4, 2021, January 3, 2022 and January 3, 2023. The number of shares withheld was determined on January 2, 2024 based on the closing price of the Issuer's common stock on December 29, 2023.
F6	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, 2025, January 1, 2026, January 1, 2027 and January 1, 2028 while the recipient provides continuous service to the Issuer.
F7	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 2, 2025 while the optionee provides continuous service to the Issuer.