PepGen (PEPG) director granted 34,000 options for RA Capital funds

Rhea-AI Filing Summary

PepGen Inc. reported that director Joshua Resnick received a grant of stock options covering 34,000 shares of Common Stock at an exercise price of $1.79 per share, expiring on June 17, 2036.

The option vests in full on the earlier of the first anniversary of the grant date or the next Annual Meeting, with vesting stopping if he ceases to serve as a director unless the Board decides otherwise. Under his arrangement with RA Capital Management, L.P., Resnick holds this option for the benefit of RA Capital Healthcare Fund, RA Capital Nexus Fund II, and a separately managed account, must turn over any net cash or stock on exercise to RA Capital, and disclaims beneficial ownership of the option and underlying shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Resnick Joshua

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	34,000	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 34,000 shares (Direct, null)

Footnotes (1)

1. This option shall vest in full upon the earlier of (i) the first anniversary of the date of grant or (ii) the date of the next Annual Meeting; provided, however, that all vesting shall cease if the individual ceases to serve as a director, unless the Board of Directors determines that the circumstances warrant continuation of vesting. Under the Reporting Person's arrangement with RA Capital Management, L.P. (the "Adviser"), the Reporting Person holds the stock option for the benefit of the RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), and a separately managed account (the "Account"). The Reporting Person is obligated to turn over to the Adviser any net cash or stock received upon exercise of the stock option, which will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Person therefore disclaims beneficial ownership of the stock option and underlying Common Stock.

Key Figures

Option grant size: 34,000 options Exercise price: $1.79 per share Expiration date: June 17, 2036 +2 more

5 metrics

Option grant size 34,000 options Stock Option (Right to Buy) granted to Joshua Resnick

Exercise price $1.79 per share Conversion or exercise price of granted options

Expiration date June 17, 2036 Option expiration for Resnick’s grant

Shares underlying options 34,000 shares Underlying PepGen Common Stock

Post-transaction derivative holdings 34,000 options Total options held following this grant

Key Terms

Stock Option (Right to Buy), beneficial ownership, Annual Meeting, advisory fees, +1 more

5 terms

Stock Option (Right to Buy) financial

"security_title: "Stock Option (Right to Buy)""

beneficial ownership financial

"The Reporting Person therefore disclaims beneficial ownership of the stock option"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Annual Meeting financial

"earlier of (i) the first anniversary of the date of grant or (ii) the date of the next Annual Meeting"

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

advisory fees financial

"will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account"

Advisory fees are payments made to financial advisors or investment managers for guidance, portfolio management, or other services, typically charged as a fixed amount or a percentage of assets under management. They matter because they lower an investor’s net returns—like paying a mechanic to tune a car, you expect better performance, so investors weigh whether the cost is justified by higher returns, better risk control, or convenience.

separately managed account financial

"and a separately managed account (the "Account")"

A separately managed account (SMA) is a personalized investment portfolio owned by a single investor and run by a professional manager who buys and sells securities on that investor’s behalf. It matters to investors because an SMA offers tailored asset selection, tax handling, and transparency—like hiring a personal chef who prepares meals to your dietary needs rather than sharing a set menu—so you can align holdings with your goals and see exactly what you own.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/22/2026 - 04:13 PM Accepted by SEC EDGAR 06/22/2026 - 04:12 PM Learn about SEC filing dates

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Resnick Joshua

(Last) (First) (Middle)

C/O PEPGEN INC.

321 HARRISON AVE, 8TH FLOOR

(Street)

BOSTON MASSACHUSETTS 02118

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PepGen Inc. [ PEPG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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

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

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

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
Stock Option (Right to Buy)	$1.79	06/18/2026		A		34,000		(1)	06/17/2036	Common Stock	34,000	$0	34,000	D(2)

Explanation of Responses:

1. This option shall vest in full upon the earlier of (i) the first anniversary of the date of grant or (ii) the date of the next Annual Meeting; provided, however, that all vesting shall cease if the individual ceases to serve as a director, unless the Board of Directors determines that the circumstances warrant continuation of vesting.

2. Under the Reporting Person's arrangement with RA Capital Management, L.P. (the "Adviser"), the Reporting Person holds the stock option for the benefit of the RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), and a separately managed account (the "Account"). The Reporting Person is obligated to turn over to the Adviser any net cash or stock received upon exercise of the stock option, which will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Person therefore disclaims beneficial ownership of the stock option and underlying Common Stock.

	/s/ Noel Donnelly, as attorney-in-fact	06/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did the PepGen (PEPG) Form 4 disclose for Joshua Resnick?

The Form 4 shows Joshua Resnick received a stock option grant for 34,000 PepGen shares at an exercise price of $1.79, expiring June 17, 2036. The grant is compensation-related and not an open-market stock purchase or sale.

How do Joshua Resnick’s PepGen (PEPG) options vest according to this filing?

The options vest in full on the earlier of the first anniversary of the grant date or the next Annual Meeting. Vesting stops if he no longer serves as a director, unless the Board determines circumstances warrant continued vesting under its discretion.

Who ultimately benefits from the PepGen (PEPG) stock option granted to Joshua Resnick?

Under an arrangement with RA Capital Management, Joshua Resnick holds the option for RA Capital Healthcare Fund, RA Capital Nexus Fund II, and a managed account. He must deliver any net cash or stock from exercise to RA Capital and disclaims beneficial ownership.

Is the PepGen (PEPG) Form 4 transaction a market buy or sell of shares?

No, the Form 4 describes a grant of stock options, not an open-market trade. The transaction is coded as an acquisition (grant/award), with an exercise price of $1.79, and involves derivative securities rather than immediate common stock purchases or sales.

What is the exercise price and expiration date of the PepGen (PEPG) options granted?

The stock options have an exercise price of $1.79 per share and expire on June 17, 2036. These terms define the cost and time window under which the underlying PepGen common shares can be acquired upon exercise of the options.