Rachel McMinn - 20 Feb 2026 Form 4 Insider Report for Neurogene Inc. (NGNE)

Role: Chief Executive Officer, Director
Signature: /s/ Donna M. Cochener, as attorney-in-fact for Rachel McMinn
Issuer symbol: NGNE
Transactions as of: 20 Feb 2026
Net transactions value: $0
Form type: 4
Filing time: 24 Feb 2026, 18:48:26 UTC
Previous filing: 28 Mar 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
McMinn Rachel	Chief Executive Officer, Director	C/O NEUROGENE INC., 535 W 24TH STREET, 5TH FLOOR, NEW YORK	/s/ Donna M. Cochener, as attorney-in-fact for Rachel McMinn	24 Feb 2026	0001606302

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NGNE	Common Stock	Award	$0	+25,900	+2%	$0.000000	1,347,659	20 Feb 2026	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	NGNE	Stock Option (Right to Buy)	Award	$0	+155,100		$0.000000	155,100	20 Feb 2026	Common Stock	155,100	$17.64	Direct	F3

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

Explanation of Responses:

Id	Content
F1	Consist of 25,900 restricted stock units, which will vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continued provision of services to the Issuer on each vesting date.
F2	Includes (a) 23,900 restricted stock units granted on March 26, 2025, which will vest annually in equal installments on March 26, 2026, March 26, 2027 and March 26, 2028; and (b) 25,900 restricted stock units granted on February 20, 2029, which will vest annually in equal installments on February 20, 2027, February 20, 2028 and February 20, 2029. Due to an administrative error, the amount reported in Column 5 on the Reporting Person's Form 4 filed on March 28, 2025 was understated by the 47,500 shares reported as purchased by the Reporting Person on the Reporting Person's Form 4 filed on November 25, 2024. This Form 4 reflects the correct amount of common stock beneficially owned by the Reporting Person.
F3	This option represents the right to purchase 155,100 shares of the Issuer's common stock, one quarter of which will vest on the first anniversary of the grant date with the remaining three quarters vesting in equal monthly installments through the fourth anniversary of the grant date, subject to the Reporting Person's continued provision of service to the Issuer on each vesting date.