Precigen Inc SEC Filings

Insider purchases reported by Precigen, Inc. director Nancy H. Agee. The Form 4 shows purchases of 15,360 shares at $3.20 on 08/19/2025 and 10,645 shares at $4.6492 on 08/28/2025, increasing her beneficial holdings from 192,196 to 202,841 shares following the latter transaction. The filing was signed on 08/29/2025 and was submitted by an attorney-in-fact.

Precigen, Inc. (PGEN) filed a Shelf Registration Statement on Form S-3 registering secondary sales by selling stockholders of up to 143,809,489 shares of Common Stock and 79,000 shares of Preferred Stock. The prospectus states all proceeds from these sales will go to the selling stockholders and the company will receive no proceeds. The registration covers a wide range of sale methods including block trades, at-the-market offerings, privately negotiated transactions, and hedging transactions.

The filing references incorporated reports and describes risks, noting purchasers may lose their entire investment. It identifies key officers and directors, and discloses concentrated beneficial ownership controlled by R.J. Kirk and affiliated entities. Legal and accounting fees related to the offering are included but cannot be estimated at this time.

Precigen, Inc. reported condensed financials for the quarter ended June 30, 2025 showing regulatory progress for its lead gene therapy and material financial strain. The FDA granted priority review to the Biologics License Application for PRGN-2012, with a PDUFA target action date of August 27, 2025; PRGN-2012 is intended to treat adults with recurrent respiratory papillomatosis and has not been approved.

Financially, the company recorded a net loss of $80,795 (amounts in thousands, i.e., $80.8 million) for the six months ended June 30, 2025 and used $35,302 of cash in operating activities in that period. As of June 30, 2025, it held $13,760 in cash and $45,993 in short-term investments (totaling $59,753). Warrant liabilities were $78,558 and Series A preferred mezzanine equity was $30,883, while accumulated deficit totaled $2,171,501. Management concluded these conditions raise substantial doubt about the company’s ability to continue as a going concern for one year absent additional funding or approval-related revenue.

Operationally, the company realigned to a single reporting segment and previously reduced its workforce by over 20% to focus resources on PRGN-2012. The company recorded a $3,907 goodwill impairment in Q2 2025 and recognized prior noncurrent asset impairments in 2024. These items, combined with large noncash warrant fair-value movements, contribute to earnings volatility despite regulatory momentum.

Precigen COO Rutul R. Shah received a significant equity award of 180,000 Restricted Stock Units (RSUs) on June 26, 2025. The RSUs represent the right to receive an equivalent number of Precigen common stock shares upon vesting.

The vesting schedule is structured as follows:

• 50% of RSUs vest on May 23, 2026
• Remaining 50% vest in equal monthly installments over the following three years

This Form 4 filing, executed by Donald P. Lehr as attorney-in-fact on Shah's behalf, indicates a long-term retention strategy for the Chief Operating Officer. The RSUs were granted at $0 cost to the executive, representing a significant potential value tied to future company performance and share price appreciation.