[Form 4] Neurogene Inc. Insider Trading Activity

Rhea-AI Filing Summary

Freedland Cory S. reported acquisition or exercise transactions in this Form 4 filing.

Neurogene Inc. director Cory S. Freedland reported receiving a grant of 12,050 non-qualified stock options. The options were awarded at a disclosed price of $0.0000 per option and are held directly.

The option grant vests in equal 1/12 monthly installments starting on March 20, 2026, and will be fully vested on February 20, 2027, as long as Freedland continues providing service to Neurogene on each vesting date.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Freedland Cory S.

(Last) (First) (Middle)

C/O NEUROGENE INC.

535 W 24TH STREET, 5TH FLOOR

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Neurogene Inc. [ NGNE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	$17.64	02/20/2026		A		12,050		(1)	02/20/2036	Common Stock	12,050	$0	12,050	D

Explanation of Responses:

1. The option vests as to 1/12 of the total shares monthly beginning March 20, 2026 until the option is fully vested on February 20, 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

Remarks:

	/s/ Donna M. Cochener, Attorney-in-fact for Cory S. Freedland	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Neurogene (NGNE) director Cory S. Freedland report?

Cory S. Freedland reported receiving a grant of 12,050 non-qualified stock options. The Form 4 shows a derivative transaction coded as an acquisition award, with all 12,050 options held directly after the transaction.

How many Neurogene (NGNE) stock options were granted to Cory S. Freedland?

Cory S. Freedland was granted 12,050 non-qualified stock options. The filing states that following this award, he holds a total of 12,050 derivative securities related to Neurogene common stock.

What is the vesting schedule for Cory S. Freedland’s Neurogene (NGNE) stock options?

The options vest as to 1/12 of the total shares each month beginning March 20, 2026. Vesting continues monthly until fully vested on February 20, 2027, conditional on continued service to Neurogene on each vesting date.

What type of security was granted to Cory S. Freedland by Neurogene (NGNE)?

Neurogene granted Cory S. Freedland a non-qualified stock option, described as a right to buy shares. The transaction is categorized as a derivative security award rather than a common stock purchase or sale.

At what price were the Neurogene (NGNE) stock options granted to Cory S. Freedland?

The options were reported with a transaction price of $0.0000 per option. This reflects the award’s stated price in the Form 4 and does not describe any open-market purchase activity by the director.