02/24/2026 | Press release | Distributed by Public on 02/24/2026 17:49
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $17.64 | 02/20/2026 | A | 131,900 | (3) | 02/20/2036 | Common Stock | 131,900 | $ 0 | 131,900 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Cvijic Christine Mikail C/O NEUROGENE INC. 535 W 24TH STREET, 5TH FLOOR NEW YORK, NY 10011 |
President and CFO | |||
| /s/ Donna M. Cochener as attorney-in-fact for Christine Mikail Cvijic | 02/24/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Consist of 22,000 restricted stock units, which will vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continued provision of services to the Issuer on each vesting date. |
| (2) | Includes (a) 21,269 restricted stock units remaining from a grant of 31,900 restricted stock units granted on March 13, 2024 that vest annually in equal installments on March 13, 2025, March 13, 2026 and March 13, 2027; (b) 20,300 restricted stock units granted on March 26, 2025, which will vest annually in equal installments on March 26, 2026, March 26, 2027 and March 26, 2028; and (c) 22,000 restricted stock units granted on February 20, 2026, which will vest annually in equal installments on February 20, 2027, February 20, 2028 and February 20, 2029. Of the remaining shares, 24,000 are held jointly by the reporting person and her spouse, David Cvijic. |
| (3) | This option represents the right to purchase 131,900 shares of the Issuer's common stock, one quarter of which will vest on the first anniversary of the grant date with the remaining three quarters vesting in equal monthly installments through the fourth anniversary of the grant date, subject to the Reporting Person's continued provision of service to the Issuer on each vesting date. |