IONIS PHARMACEUTICALS INC — Director's Dealing 2014

Sep 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Regulus Therapeutics Inc. (RGLS)
CIK: 0001505512
Period of Report: 2014-09-03

Reporting Person: ISIS PHARMACEUTICALS INC (Director, 10% Owner)
Reporting Person: PARSHALL B LYNNE (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-03	Common Stock	S	1650	$6.9519	Disposed	6975000	Direct
2014-09-04	Common Stock	S	6000	$7.1094	Disposed	6969000	Direct
2014-09-05	Common Stock	S	2400	$7.0727	Disposed	6966600	Direct

Footnotes

F1: The sales reported in the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 22, 2014.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.92 to $7.10 inclusive. The reporting person undertakes to provide to RGLS, any security holder of RGLS, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

F3: The shares are held directly by Isis Pharmaceuticals, Inc. Ms. Parshall is an officer and director of Isis and therefore may be deemed to have voting or investment power over the shares beneficially owned by Isis. Ms. Parshall disclaims beneficial ownership over the shares beneficially owned by Isis, except to the extent of her proportionate pecuniary interest therein as a stockholder of Isis.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.97 to $7.21 inclusive. The reporting person undertakes to provide to RGLS, any security holder of RGLS, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.01 to $7.21 inclusive. The reporting person undertakes to provide to RGLS, any security holder of RGLS, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.