Randal J. Kirk (PGEN) entities sell 4.8M shares, still hold over one-third stake

Rhea-AI Filing Summary

Precigen, Inc. major holder Randal J. Kirk and affiliated entities disclosed open-market sales of 4,772,781 shares of Common Stock on March 30, 2026, generating aggregate net proceeds of approximately $15,581,221. After these sales, Mr. Kirk reports beneficial ownership of 133,956,416 shares, or 35.9% of the company’s Common Stock, including 988,659 options and 16,666,667 warrants that are exercisable within sixty days. The R.J. Kirk Declaration of Trust reports 97,339,485 shares, or 26.1%, including 16,666,667 warrants, while Third Security, LLC reports 21,843,458 shares, or 5.9%. Percentage ownership is calculated using 353,928,672 shares outstanding as of February 15, 2026, adjusted for subsequent equity grants, vested restricted stock units, and Mr. Kirk’s exercisable options and warrants.

Key Figures

Shares sold: 4,772,781 shares Net sale proceeds: $15,581,221 Kirk beneficial stake: 133,956,416 shares (35.9%) +5 more

8 metrics

Shares sold 4,772,781 shares Common Stock sold in open-market trades on March 30, 2026

Net sale proceeds $15,581,221 Aggregate net proceeds from March 30, 2026 open-market sales

Kirk beneficial stake 133,956,416 shares (35.9%) Common Stock beneficially owned by Randal J. Kirk after transactions

Trust beneficial stake 97,339,485 shares (26.1%) Common Stock beneficially owned by R.J. Kirk Declaration of Trust

Third Security stake 21,843,458 shares (5.9%) Common Stock beneficially owned by Third Security, LLC

Outstanding shares base 353,928,672 shares Shares outstanding as of February 15, 2026 from Form 10-K

Exercisable warrants (Kirk) 16,666,667 shares Common Stock issuable upon exercise of fully vested warrants within 60 days

Exercisable options (Kirk) 988,659 shares Common Stock issuable upon exercise of fully vested options within 60 days

Key Terms

beneficially owned, open market transactions, Schedule13D, Restricted Stock Units, +1 more

5 terms

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 133,956,416.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

open market transactions financial

"sold a total of 4,772,781 shares of Common Stock in open market transactions on March 30, 2026"

Open market transactions are the buying and selling of a company’s shares or other securities conducted on public exchanges or through the wider market rather than through private deals or negotiated placements. They matter to investors because these trades change supply and demand in real time—like shoppers affecting a store’s inventory—and so can move prices, signal management or investor sentiment, affect liquidity, and alter ownership stakes that influence future returns and risk.

Schedule13D regulatory

"amends and supplements the Statement on Schedule13D, dated March 27, 2014"

Restricted Stock Units financial

"vesting of Restricted Stock Units issued in 2025 as reported by the Company"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Joint Filing Agreement regulatory

"Exhibit 1 Joint Filing Agreement, dated as of March 31, 2026"

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 22)

PRECIGEN, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

46122T102

(CUSIP Number)

Third Security, LLC
1881 Grove Avenue, Attention: April D. Jones
Radford, VA, 24141
5406337900

John Owen Gwathmey, Esq.
Troutman Pepper Locke Building, 1001 Haxall Point
Richmond, VA, 23219
8046971239

David I. Meyers, Esq.
Troutman Pepper Locke Building, 1001 Haxall Point
Richmond, VA, 23219
8046971239

Troutman Pepper Locke, LLP
Troutman Pepper Locke Building, 1001 Haxall Point
Richmond, VA, 23219
8046971239

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/30/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 46122T102

1

Name of reporting person

RANDAL J. KIRK

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 133,956,416.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 133,956,416.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

133,956,416.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

35.9 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The indicated amount of Common Stock beneficially owned by Mr. Kirk assumes the full conversion of (i) 988,659 Options to Purchase Common Stock, which are fully vested and exercisable at the discretion of Mr. Kirk, and (ii) 16,666,667 Warrants to Purchase Common Stock, which are fully vested and exercisable at the discretion of Mr. Kirk.

SCHEDULE 13D

CUSIP Number(s): 46122T102

1

Name of reporting person

R.J. KIRK DECLARATION OF TRUST

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 97,339,485.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 97,339,485.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

97,339,485.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

26.1 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

OO - trust; The indicated amount of Common Stock beneficially owned by RJ DOT assumes the full conversion of 16,666,667 Warrants to Purchase Common Stock, which are fully vested and exercisable at the discretion of Mr. Kirk.

SCHEDULE 13D

CUSIP Number(s): 46122T102

1

Name of reporting person

THIRD SECURITY, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

VIRGINIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 21,843,458.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 21,843,458.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

21,843,458.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

OO - limited liability company

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: PRECIGEN, INC.
(c)	Address of Issuer's Principal Executive Offices: 20374 Seneca Meadows Parkway, Germantown, Germantown, MARYLAND , 20876.
Item 1 Comment: This Amendment No. 22 (the "Amendment") amends and supplements the Statement on Schedule13D, dated March 27, 2014 and filed on April 7, 2014, as amended by Amendment No. 1 dated December 31, 2014 and filed on January 5, 2015, by Amendment No. 2 dated May 31, 2016 and filed June 2, 2016, by Amendment No. 3 dated July 24, 2017 and filed July 26, 2017, by Amendment No. 4 dated October 16, 2017 and filed October 23, 2017, by Amendment No. 5 dated December 29, 2017 and filed on January 2, 2018, by Amendment No. 6 dated January 19, 2018 and filed January 22, 2018, by Amendment No. 7 dated July 3, 2018 and filed July 6, 2018, by Amendment No. 8 dated May 13, 2019 and filed May 15, 2019, by Amendment No. 9 dated May 24, 2019 and filed on May 24, 2019, by Amendment No. 10 dated June 6, 2019 and filed on June 10, 2019, by Amendment No. 11 dated January 1, 2020 and filed on January 6, 2020, by Amendment No. 12 dated January 31, 2020 and filed on February 4, 2020, by Amendment No. 13 dated August 11, 2020 and filed on August 13, 2020, by Amendment No. 14 dated December 17, 2020 and filed on December 21, 2020, by Amendment No. 15 dated October 6, 2022 and filed on October 7, 2022, by Amendment No. 16 dated January 27, 2023 and filed on January 31, 2023, by Amendment No. 17 dated May 2, 2024 and filed on May 3, 2024, by Amendment No. 18 dated August 9, 2024 and filed on August 13, 2024, by Amendment No. 19 dated and filed on December 30, 2024, by Amendment No. 20 dated September 17, 2025 and filed on September 19, 2025 and by Amendment No. 21 dated November 19, 2025 and filed on November 21, 2025 (the "Original Schedule 13D"), relating to the Common Stock, no par value per share (the "Common Stock"), of Precigen, Inc., formerly known as Intrexon Corporation, a Virginia corporation (the "Company"). Mr. Randal J. Kirk ("Mr. Kirk"), the R.J. Kirk Declaration of Trust, a revocable trust established by Mr. Kirk ("RJ DOT"), and Third Security, LLC, a Virginia limited liability company that is controlled by Mr. Kirk ("Third Security" and, together with Mr. Kirk, the RJ DOT, and Third Security, the "Reporting Persons") are filing this Amendment to disclose the sale of an aggregate of 4,772,781 shares of Common Stock by certain entities under the common control of Mr. Kirk ( the "Selling Entities"), in open market transactions on March 30, 2026.
Item 2.	Identity and Background
(a)	See Original Schedule 13D
(b)	See Original Schedule 13D
(c)	See Original Schedule 13D
(d)	See Original Schedule 13D
(e)	See Original Schedule 13D
(f)	See Original Schedule 13D
Item 4.	Purpose of Transaction
	Item 4 of the Original Schedule 13D is hereby amended and supplemented as follows: The information set forth in Items 3 and 6 is incorporated herein by reference. The Selling Entities sold a total of 4,772,781 shares of Common Stock in open market transactions on March 30, 2026, for aggregate net proceeds of approximately $15,581,221.
Item 5.	Interest in Securities of the Issuer
(a)	The responses to Items 11 and 13 of the cover pages, as well as the applicable comments thereto, to this Amendment No. 22 are incorporated herein. The percentage ownership is calculated based on 353,928,672 shares of Common Stock issued and outstanding as of February 15, 2026, as disclosed in the Company's Annual Report on Form 10K for the period ended December 31, 2025 and filed on March 25, 2026 increased by (i) 149,997 shares of Common Stock issued on March 10, 2026 to certain directors of the Company as equity compensation as reported by the Company on Forms 4 filed on March 12, 2026, of which 28,490 shares were issued to Mr. Kirk, (ii) 646,551 shares of Common Stock issued on March 13, 2026 to certain Directors of the Company as a result of the vesting of Restricted Stock Units issued in 2025 as reported by the Company on Forms 4 filed on March 16, 2026, of which 143,678 were issued to Mr. Kirk, (iii) 488,441 shares of Common Stock issued on March 18, 2026 to certain officers of the Company in the form of immediately vested Restricted Stock Units as reported by the Company on Forms 4 filed on March 20, 2026, (iv) 16,666,667 shares of Common Stock issuable to Mr. Kirk upon exercise of Warrants to Purchase Common Stock, which are exercisable within sixty (60) days; and (v) 988,659 shares of Common Stock issuable to Mr. Kirk upon exercise of Options to Purchase Common Stock, which are exercisable within sixty (60) days.
(b)	The responses to Items 7, 8, 9 and 10 of the cover pages to this Amendment No. 22 are incorporated herein.
(c)	Except as disclosed herein, the annual equity compensation granted to Mr. Kirk, which was previously disclosed in a Form 4 dated March 10, 2026 and filed on March 12, 2026, and the vesting of Restricted Stock Units granted to Mr. Kirk, which was previously disclosed in a Form 4 dated March 13, 2026 and filed on March 16, 2026, none of the Reporting Persons have engaged in any transactions in the Company's Common Stock in the past 60 days.
(d)	Not applicable
(e)	Not applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Original Schedule 13D is hereby amended and supplemented to include the responses in Item 4 above.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1 Joint Filing Agreement, dated as of March 31, 2026, by and among Randal J. Kirk, R.J. Kirk Declaration of Trust, and Third Security, LLC.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

RANDAL J. KIRK

Signature:	/s/ Randal J. Kirk
Name/Title:	Randal J. Kirk
Date:	03/31/2026

R.J. KIRK DECLARATION OF TRUST

Signature:	/s/ Randal J. Kirk
Name/Title:	Randal J. Kirk/Trustee
Date:	03/31/2026

THIRD SECURITY, LLC

Signature:	/s/ Randal J. Kirk
Name/Title:	Randal J. Kirk/Managing Member
Date:	03/31/2026

FAQ

What change does this Schedule 13D/A report for Precigen (PGEN)?

The amendment reports that entities under Randal J. Kirk’s control sold 4,772,781 Precigen Common Stock shares on March 30, 2026 in open-market trades, receiving about $15,581,221 in net proceeds. It also updates their remaining beneficial ownership percentages in the company.

How many Precigen (PGEN) shares did Randal J. Kirk sell in this filing?

Entities under Randal J. Kirk’s common control sold a total of 4,772,781 Precigen Common Stock shares in open-market transactions on March 30, 2026. The filing describes these entities collectively as the “Selling Entities” and specifies that all trades were on the open market.

What is Randal J. Kirk’s current beneficial ownership in Precigen (PGEN)?

Randal J. Kirk reports beneficial ownership of 133,956,416 Precigen Common Stock shares, representing 35.9% of the class. This figure includes 988,659 options and 16,666,667 warrants that are fully vested and exercisable at his discretion within sixty days from the referenced date.

How much of Precigen (PGEN) stock does the R.J. Kirk Declaration of Trust hold?

The R.J. Kirk Declaration of Trust reports beneficial ownership of 97,339,485 Precigen Common Stock shares, equal to 26.1% of the class. This amount assumes full conversion of 16,666,667 fully vested warrants to purchase Common Stock held for the trust’s benefit.

What is Third Security, LLC’s ownership stake in Precigen (PGEN)?

Third Security, LLC reports beneficial ownership of 21,843,458 shares of Precigen Common Stock, representing 5.9% of the outstanding class. The filing states that Third Security, a Virginia limited liability company, is controlled by Randal J. Kirk and has sole voting and dispositive power over these shares.

How were Precigen (PGEN) ownership percentages calculated in this amendment?

Ownership percentages are based on 353,928,672 shares outstanding as of February 15, 2026, as disclosed in Precigen’s Form 10-K. The calculation is increased for subsequent equity grants, vested restricted stock units, and 17,655,326 shares issuable to Randal J. Kirk upon exercise of options and warrants within sixty days.