REGENXBIO CEO Withholds 4,701 Shares for Taxes – Ownership at 252K

REGENXBIO Inc. (RGNX) – Form 4 Insider Transaction Chief Executive Officer and Director Curran Simpson reported a Code F transaction on 07/01/2025 involving 4,701 shares of RGNX common stock.

Rhea-AI Filing Summary

REGENXBIO Inc. (RGNX) – Form 4 Insider Transaction

Chief Executive Officer and Director Curran Simpson reported a Code F transaction on 07/01/2025 involving 4,701 shares of RGNX common stock. Code F indicates shares were withheld by the company to satisfy tax obligations upon the vesting of previously granted restricted stock units (RSUs) dated 07/01/2024. The shares were valued at $8.23, the closing price on the vesting date.

Following the withholding, Simpson’s direct beneficial ownership stands at 252,331 common shares. No open-market purchase or sale occurred, and no derivative securities were exercised or disposed of.

• Transaction type: tax-related share withholding (non-cash).
• Remaining ownership suggests continued alignment with shareholders.
• No new options, warrants, or other derivatives reported.

The filing is routine and carries limited market impact, primarily confirming the executive’s updated share count.

Insights

Corporate Governance Analyst

TL;DR: Routine tax-withholding; neutral impact

The Form 4 shows a standard Code F transaction where REGENXBIO withheld 4,701 shares from CEO Curran Simpson to cover payroll taxes on RSU vesting. Such non-discretionary transactions neither signal bullish nor bearish sentiment. Post-transaction holdings of 252,331 shares demonstrate a sizable ongoing stake, maintaining governance alignment but offering no new insight into future company performance.

Insider Trade Summary

Exercise Price or Tax Liability: 4,701 shares

Exercise Price or Tax Liability 1 txn

Insider Simpson Curran

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	4,701	$8.23	$39K

Holdings After Transaction: Common Stock — 252,331 shares (Direct)

Footnotes (1)

1. F1. Represents shares of common stock withheld to pay taxes upon the vesting of restricted stock units originally granted to the reporting person on July 1, 2024. The number of shares withheld was determined based on the closing price of the issuer's common stock on July 1, 2025.

FAQ

What type of insider transaction did REGENXBIO (RGNX) report?

It was a Code F transaction—shares withheld to cover taxes on vested RSUs, not an open-market trade.

How many REGENXBIO shares were withheld for taxes?

4,701 common shares were withheld.

What is the CEO’s remaining direct ownership after the transaction?

Curran Simpson now directly owns 252,331 shares of RGNX common stock.

Was the transaction a sale or purchase on the open market?

No. Code F indicates a non-open-market, non-discretionary tax-withholding event.

At what price were the shares valued for withholding?

The shares were valued at $8.23, the issuer’s closing price on 07/01/2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/03/2025 - 06:53 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^*

Simpson Curran

(Last) (First) (Middle)

C/O REGENXBIO INC.

9804 MEDICAL CENTER DRIVE

(Street)

ROCKVILLE MD 20850

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
REGENXBIO Inc. [ RGNX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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
Common Stock	07/01/2025		F		4,701(1)	D	$8.23	252,331	D

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

Explanation of Responses:

1. Represents shares of common stock withheld to pay taxes upon the vesting of restricted stock units originally granted to the reporting person on July 1, 2024. The number of shares withheld was determined based on the closing price of the issuer's common stock on July 1, 2025.

Remarks:

	/s/ Patrick J. Christmas as attorney-in-fact	07/03/2025
	** 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.
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