James C. Sullivan - 31 Oct 2023 Form 4 Insider Report for enGene Holdings Inc. (ENGN)

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
02 Nov 2023, 16:09:31 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ James C. Sullivan
Filing notes and source

Key filing fact

James C. Sullivan filed Form 4 for enGene Holdings Inc. (ENGN) on 02 Nov 2023.

Key facts

  • This page summarizes James C. Sullivan's Form 4 filing for enGene Holdings Inc. (ENGN).
  • 2 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 02 Nov 2023, 16:09.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

ENGN transaction Derivative

Stock Option (Right to Buy)

Award

Transaction value
Shares
+88,901
Change %
Price
Shares after
88,901
Date
18 Mar 2022
Ownership
Direct
Underlying class
Common Shares
Underlying amount
88,901
Exercise price
$0.8800
Footnotes
F1, F2, F3
ENGN transaction Derivative

Stock Option (Right to Buy)

Award

Transaction value
Shares
+118,509
Change %
Price
Shares after
118,509
Date
07 Jul 2023
Ownership
Direct
Underlying class
Common Shares
Underlying amount
118,509
Exercise price
$4.25
Footnotes
F1, F2, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

On October 31, 2023 (the "Closing Date"), the parties to the Business Combination Agreement, dated as of May 16, 2023 (as amended, the "Business Combination Agreement"), by and among Forbion European Acquisition Corp., a Cayman Islands exempted company and a special purpose acquisition corporation ("FEAC"), enGene Inc., a corporation incorporated under the laws of Canada ("enGene"), and enGene Holdings Inc. (the "Issuer" or "New enGene"), completed the transactions contemplated thereby, pursuant to which (i) each share of FEAC was exchanged on a one for one basis for a share of New enGene, and (ii) each share of enGene was exchanged for 0.1804799669 shares of New enGene, and each of FEAC and enGene became wholly-owned subsidiaries of New enGene. The transactions contemplated by the Business Combination Agreement are referred to herein as the "Business Combination".

Footnote F2

Pursuant to the terms of the Business Combination, the shareholders of enGene received 0.1804799669 common shares of the Issuer ("Common Shares") for each share of enGene held by them immediately prior to the Closing Date. Upon the Closing of the Business Combination, all outstanding enGene options were assumed by New enGene. enGene options that were issued or available to be issued as of May 16, 2023 were accelerated and become vested and exercisable (if not previously vested and exercisable). The issuance of the securities to the Reporting Person was approved by the Issuer's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

Footnote F3

This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 492,582 common shares of enGene.

Footnote F4

4. This option was granted on July 7, 2023 on the condition it is not exercisable unless and until (i) the Business Combination Agreement has been completed and (ii) an effective registration statement for the New enGene shares underlying such granted options has been filed. This option was received in the Business Combination in exchange for an option to purchase 656,637 common shares of enGene. At the grant date, 30% of the option vested immediately, with the remaining portion to vest equally over 48 months.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .