REGENXBIO CMO Pakola awarded 65,847 RSUs, 35,402 options (RGNX) shares

Rhea-AI Filing Summary

REGENXBIO Inc. Chief Medical Officer Steve Pakola reported equity awards in the form of restricted stock units and stock options. On January 6, 2026, he received 65,847 shares of common stock underlying a time-based RSU grant at $0.00 per share, with 25% scheduled to vest on each of January 6, 2027, 2028, 2029 and 2030, contingent on continued service. He was also granted 35,402 stock options with a $14.18 exercise price, expiring on January 6, 2036; 25% of these options vest after 12 months of continuous service, and the remainder vest in equal monthly installments over the following 36 months starting after January 6, 2027. Following these grants, he directly beneficially owns 258,317 shares of common stock and 35,402 stock options.

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

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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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026

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	01/06/2026		A		65,847(1)	A	$0.00	258,317	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
Stock Options (Right to buy)	$14.18	01/06/2026		A		35,402		(2)	01/06/2036	Common Stock	35,402	$0.00	35,402	D

Explanation of Responses:

1. Represents shares of common stock underlying a time-based restricted stock unit award (RSU). 25% of the shares subject to this RSU will vest on each of January 6, 2027, January 6, 2028, January 6, 2029 and January 6, 2030 while the recipient provides continuous service to the Issuer.

2. 25% of the shares subject to this option shall vest after 12 months of continuous service with the Issuer. The balance will vest in equal monthly installments over the 36 months following January 6, 2027 while the optionee provides continuous service to the Issuer.

Remarks:

	/s/ Patrick J. Christmas as attorney-in-fact	01/08/2026
	** 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.

FAQ

What insider activity did REGENXBIO (RGNX) report on this Form 4?

The filing reports that Chief Medical Officer Steve Pakola received equity awards on January 6, 2026, consisting of 65,847 RSU-based common shares at $0.00 per share and 35,402 stock options with a $14.18 exercise price.

How many restricted stock units did REGENXBIOs CMO receive and how do they vest?

Steve Pakola received 65,847 shares of common stock underlying a time-based RSU award. 25% of the shares vest on each of January 6, 2027, January 6, 2028, January 6, 2029 and January 6, 2030, subject to his continuous service.

What are the key terms of the stock options granted to the REGENXBIO CMO?

He was granted 35,402 stock options with a $14.18 exercise price, expiring on January 6, 2036. 25% of the options vest after 12 months of continuous service, and the remaining options vest in equal monthly installments over the 36 months following January 6, 2027, while he continues service.

How many REGENXBIO common shares does Steve Pakola own after these transactions?

After the reported RSU grant, Steve Pakola beneficially owns 258,317 shares of REGENXBIO common stock directly, as well as 35,402 stock options.

Did Steve Pakola pay cash for the REGENXBIO shares and options reported?

The RSU-related 65,847 common shares and the 35,402 stock options were reported with a transaction price of $0.00 per security, indicating they were granted as equity compensation rather than purchased on the market.

What role does the reporting person on this REGENXBIO Form 4 hold?

The reporting person, Steve Pakola, is identified as an officer of REGENXBIO Inc., serving as its Chief Medical Officer, and the form is filed by one reporting person.