[Form 4] REGENXBIO Inc. Insider Trading Activity

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

REGENXBIO Inc. Chief Medical Officer Steve Pakola reported an exercise-and-sell transaction in company stock. He exercised stock options to acquire 36,725 shares of Common Stock at $7.86 per share and sold a total of 56,333 shares in open-market transactions at weighted average prices of $12.86 and $11.04 per share.

After these transactions, he directly holds 249,734 shares of Common Stock and 66,973 remaining stock options. One of the sales was effected under a Rule 10b5-1 trading plan, indicating it was pre-scheduled under SEC rules rather than timed discretionarily.

Insights

Routine exercise-and-sell by REGENXBIO’s CMO with remaining sizable holdings.

Chief Medical Officer Steve Pakola exercised stock options for 36,725 REGENXBIO shares at $7.86 and sold 56,333 shares in open-market trades. This pattern reflects a typical liquidity event where options are converted into shares and partly monetized.

Following the transactions, he still directly owns 249,734 shares and 66,973 stock options expiring on January 2, 2035, indicating continued equity exposure. At least one sale occurred under a Rule 10b5-1 trading plan, which is pre-arranged and reduces the informational value of the trade’s timing for investors.

Insider Trade Summary

Net Seller: 56,333 shares ($688,756)

Net Sell 4 txns

Insider PAKOLA STEVE

Role Chief Medical Officer

Sold 56,333 shs ($689K)

Type	Security	Shares	Price	Value
Exercise	Stock Options (Right to Buy)	36,725	$0.00	--
Exercise	Common Stock	36,725	$7.86	$289K
Sale	Common Stock	36,725	$12.86	$472K
Sale	Common Stock	19,608	$11.04	$216K

Holdings After Transaction: Stock Options (Right to Buy) — 66,973 shares (Direct, null); Common Stock — 249,734 shares (Direct, null)

Footnotes (1)

This transaction was effected pursuant to a Rule 10b5-1 trading plan. This transaction was executed in multiple trades at prices ranging from $11.00 to $11.18. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. The previously granted option, representing a right to purchase a total of 103,698 shares, became exercisable as follows: 25% of the shares subject to this option vested on January 2, 2026, and the balance vests in equal monthly installments over the 36 months thereafter while the optionee provides continuous service to the Issuer

Key Figures

Shares sold total: 56,333 shares Sale price (primary block): $12.86 per share Additional sale price: $11.04 per share +5 more

8 metrics

Shares sold total 56,333 shares Open-market sales of Common Stock

Sale price (primary block) $12.86 per share 36,725-share sale weighted average price

Additional sale price $11.04 per share 19,608-share sale price

Options exercised 36,725 shares Common Stock acquired via option exercise

Option strike price $7.86 per share Exercise price for stock options

Common shares held after 249,734 shares Direct Common Stock ownership post-transaction

Options remaining 66,973 options Unexercised stock options after the transaction

Option expiration January 2, 2035 Expiration date for remaining option grant

Key Terms

Rule 10b5-1 trading plan, Stock Options (Right to Buy), Exercise or conversion of derivative security, weighted average sale price, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"This transaction was effected pursuant to a Rule 10b5-1 trading plan."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Stock Options (Right to Buy) financial

"security_title: Stock Options (Right to Buy)"

Exercise or conversion of derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

weighted average sale price financial

"The price reported above reflects the weighted average sale price."

vests in equal monthly installments financial

"the balance vests in equal monthly installments over the 36 months thereafter"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 08:09 PM Accepted by SEC EDGAR 07/01/2026 - 08:08 PM

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^*

PAKOLA STEVE

(Last)

(First)

(Middle)

C/O REGENXBIO INC.

9804 MEDICAL CENTER DRIVE

(Street)

ROCKVILLE

MARYLAND

20850

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/29/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/29/2026		S⁽¹⁾		19,608	D	$11.04⁽²⁾	213,009	D
Common Stock	07/01/2026		M⁽¹⁾		36,725	A	$7.86	249,734	D
Common Stock	07/01/2026		S⁽¹⁾		36,725	D	$12.86	213,009	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$7.86	07/01/2026		M⁽¹⁾			36,725	⁽³⁾	01/02/2035	Common Stock	36,725	$0.00	66,973	D

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan.

2. This transaction was executed in multiple trades at prices ranging from $11.00 to $11.18. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

3. The previously granted option, representing a right to purchase a total of 103,698 shares, became exercisable as follows: 25% of the shares subject to this option vested on January 2, 2026, and the balance vests in equal monthly installments over the 36 months thereafter while the optionee provides continuous service to the Issuer

Remarks:

	/s/ Patrick J. Christmas as attorney-in-fact	07/01/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did REGENXBIO (RGNX) Chief Medical Officer Steve Pakola do in this Form 4 filing?

Steve Pakola reported exercising options for 36,725 REGENXBIO shares at $7.86 and selling 56,333 shares in open-market transactions. These moves convert option-based compensation into cash while leaving him with a substantial remaining equity stake in the company.

How many REGENXBIO (RGNX) shares did the CMO sell, and at what prices?

He sold a total of 56,333 Common Stock shares. One block of 36,725 shares was sold at a weighted average price of $12.86, and another 19,608 shares at $11.04, reflecting open-market sales across multiple trades within stated price ranges.

How many REGENXBIO (RGNX) shares and options does the CMO hold after these transactions?

After the reported trades, Steve Pakola directly holds 249,734 shares of REGENXBIO Common Stock and 66,973 stock options. The remaining options, with a $7.86 exercise price and a January 2, 2035 expiration date, preserve additional future equity exposure.

Were the REGENXBIO (RGNX) insider sales made under a Rule 10b5-1 trading plan?

Yes, at least one transaction was effected pursuant to a Rule 10b5-1 trading plan. Such plans are established in advance and execute automatically, which means the timing of that sale reflects a pre-set schedule rather than a discretionary market-timing decision.

What do the exercised REGENXBIO (RGNX) stock options represent for the CMO?

The exercised options covered 36,725 shares at a $7.86 strike price and came from a larger 103,698-share grant. That option vests 25% on January 2, 2026, with the remainder vesting monthly over 36 months, linking compensation to continued service.

Is this REGENXBIO (RGNX) Form 4 mainly a sale or an acquisition of shares?

The filing reflects a mixed pattern: the CMO acquired 36,725 shares by exercising stock options and sold 56,333 shares in the market. Overall, it is a net reduction in share holdings but retains significant ownership and remaining option-based upside.