Forbion European Acquisition Corp SEC Filings

enGene Holdings Inc. reported that Chief Financial Officer D. Ryan Daws received a new stock option grant. On 01/30/2026, he was awarded a Stock Option (Right to Buy) covering 220,000 common shares at an exercise price of $9.53 per share, for no upfront cost.

The option expires on 01/30/2036 and is held directly. It vests monthly in substantially equal amounts over 48 months, conditioned on his continued service with the company, so the right to purchase shares builds gradually over four years rather than all at once.

enGene Holdings Inc. CEO & President Ronald Harold Wilfred Cooper was granted a large stock option award. On 01/30/2026, he received a stock option covering 801,000 common shares at an exercise price of $9.53 per share. The option was reported as held directly.

The option vests monthly in substantially equal amounts over 48 months, conditioned on his continued service. After this grant, he beneficially owned 801,000 derivative securities tied to common shares through this option award.

enGene Holdings Inc. chief technology officer Joan Connolly received a stock option grant for 195,000 common shares on January 30, 2026. The options give her the right to buy these shares at an exercise price of $9.53 per share and expire on January 30, 2036.

The award vests monthly in substantially equal installments over 48 months, contingent on her continued service with the company. This Form 4 reports an incentive-based equity grant, with Connolly directly holding 195,000 derivative securities following the transaction.

enGene Holdings Inc. reported that Chief Regulatory Officer Boyd Matthew Ross received a grant of stock options on January 30, 2026. The award covers 195,000 stock options with an exercise price of $9.53 per common share and no upfront purchase price.

The options vest monthly in substantially equal installments over 48 months, as long as Ross continues his service with the company. Following this grant, Ross beneficially holds 195,000 derivative securities directly in the form of these options.

enGene Holdings Inc. disclosed that Chief Development Officer Jill Buck received a grant of stock options. On January 30, 2026, she was awarded 195,000 stock options with an exercise price of $9.53 per common share. These options were granted at no cost on the grant date and are held directly. The award vests monthly in substantially equal installments over 48 months, contingent on her continued service with the company, and represents her total reported derivative holdings after the transaction.

enGene Holdings Inc. received a Schedule 13G disclosure from a group of Invus-affiliated investment entities and Raymond Debbane reporting passive ownership of its common shares. As of January 27, 2026, Invus Public Equities, L.P. directly held 3,675,408 common shares and Avicenna Life Sci Master Fund LP directly held 569,151 common shares. Through their control relationships, Invus Public Equities Advisors, LLC, Invus Global Management, LLC, Siren, L.L.C., Avicenna Life Sci Master GP LLC, Ulys, L.L.C., and Mr. Debbane may each be deemed to beneficially own these holdings.

Mr. Debbane is reported as beneficial owner of 4,244,559 common shares, representing 6.3% of the class, based on 66,984,661 shares outstanding as of December 17, 2025. The reporting persons certify the shares were not acquired and are not held for the purpose of changing or influencing control of enGene, indicating a passive investment stance.

enGene Holdings Inc. entered into a Second Amendment to its loan and security agreement with Hercules Capital and other lenders, expanding its term loan facility from $50 million to up to $125 million, available in multiple milestone-based tranches. An initial $25 million Tranche 1 advance was funded on January 20, 2026 to refinance the prior term loans, and additional tranches of up to $35 million, $20 million, and $20 million are tied to defined clinical, approval and commercial milestones, plus an uncommitted $25 million tranche subject to lender approval.

The 2026 Term Loans mature on January 1, 2030 and bear interest at the greater of the prime rate plus 2.25% (capped at 10.25%) or 9.25%, with facility charges and a 5.95% end-of-term fee. The loans are secured by a senior lien on substantially all of the borrowers’ assets, including intellectual property. In connection with each loan advance, the lenders receive 2026 Warrants exercisable at $9.18 per share for seven years; on the Closing Date, they received 40,850 warrants, and the total potential issuance is capped at 204,248 warrants and underlying common shares if the full commitment is drawn.

enGene Holdings Inc. filed a current report describing a communication about its debt arrangements. The company announced that it entered into a Second Amendment to its Amended and Restated Loan and Security Agreement with Hercules Capital, Inc. and other lenders. This amendment builds on the original agreement dated December 22, 2023 and a prior amendment dated December 18, 2024, together referred to as the Amended Loan Agreement.

The company issued a press release on January 20, 2026 explaining the updated loan terms, which is furnished as an exhibit to the report rather than filed. As an emerging growth company with common shares and warrants listed on Nasdaq, enGene is using this report primarily to provide investors with notice of the press release and the existence of the amended loan agreement.

enGene Holdings Inc. filed a Form S-8 to register securities for employee benefit plans and to reflect non-qualified stock options issued as inducements for hires. The filing notes Inducement Awards granted on April 2, 2025, June 16, 2025, and July 31, 2025, approved under the employment inducement exception to Nasdaq Listing Rule 5635(c)(4).

The document incorporates by reference the company’s Annual Report for the year ended October 31, 2024 (and Amendment No. 1), multiple quarterly reports for 2025, several Form 8-Ks, and exhibits including the amended 2023 Incentive Equity Plan and the 2025 Employee Stock Purchase Plan. Signatures are dated September 11, 2025.