Neurogene Inc. — Director's Dealing 2017

Jan 9, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AQUINOX PHARMACEUTICALS, INC (AQXP)
CIK: 0001404644
Period of Report: 2017-01-09

Reporting Person: BAKER BROS. ADVISORS LP (10% Owner)
Reporting Person: Baker Bros. Advisors (GP) LLC (10% Owner)
Reporting Person: BAKER FELIX (10% Owner)
Reporting Person: BAKER JULIAN (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-09	Common Stock	P	603	$16.7395	Acquired	1132228	Indirect
2017-01-09	Common Stock	P	5697	$16.7395	Acquired	9410164	Indirect
2017-01-09	Common Stock	P	1195	$15.3210	Acquired	1133423	Indirect
2017-01-09	Common Stock	P	11305	$15.3210	Acquired	9421469	Indirect
2017-01-09	Common Stock	P	258	$16.8533	Acquired	1133681	Indirect
2017-01-09	Common Stock	P	2442	$16.8533	Acquired	9423911	Indirect
2017-01-09	Common Stock	P	917	$15.3475	Acquired	1134598	Indirect
2017-01-09	Common Stock	P	8671	$15.3475	Acquired	9432582	Indirect
2017-01-09	Common Stock	P	967	$16.1970	Acquired	1135565	Indirect
2017-01-09	Common Stock	P	9143	$16.1970	Acquired	9441725	Indirect
2017-01-09	Common Stock	P	1602	$15.1300	Acquired	1137167	Indirect
2017-01-09	Common Stock	P	15148	$15.1300	Acquired	9456873	Indirect
2017-01-09	Common Stock	P	529	$15.6226	Acquired	1137696	Indirect
2017-01-09	Common Stock	P	5006	$15.6226	Acquired	9461879	Indirect
2017-01-09	Common Stock	P	3739	$16.3053	Acquired	1141435	Indirect
2017-01-09	Common Stock	P	35360	$16.3053	Acquired	9497239	Indirect
2017-01-09	Common Stock	P	24871	$17.5996	Acquired	1166306	Indirect
2017-01-09	Common Stock	P	235169	$17.5996	Acquired	9732408	Indirect
2017-01-09	Common Stock	P	3389	$17.7600	Acquired	1169695	Indirect
2017-01-09	Common Stock	P	32051	$17.7600	Acquired	9764459	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2260	Direct
Common Stock	2260	Direct

Footnotes

F1: Common shares held directly by Felix J. Baker and for which Felix J. Baker has sole beneficial ownership. These shares were received in an in kind pro rata
distribution from an affiliated investment fund in January 2015 without consideration.

F2: Common shares held directly by Julian C. Baker and for which Julian C. Baker has sole beneficial ownership. These shares were received in an in kind pro rata
distribution from an affiliated investment fund in January 2015 without consideration.

F3: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $16.69 to $16.75, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F4: After giving effect to the transactions reported herein, and as a result of their ownership interest in Baker Biotech Capital (GP), LLC, Julian C. Baker and Felix J. Baker may be deemed to have an indirect pecuniary interest in the Issuer's shares of Common Stock reported in column 5 of Table I directly held by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.

F5: After giving effect to the transactions reported herein, and as a result of their ownership interest in Baker Brothers Life Sciences Capital (GP), LLC, Julian C. Baker and Felix J. Baker may be deemed to have an indirect pecuniary interest in the Issuer's shares of Common Stock reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.

F6: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $15.26 to $15.46, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $16.72 to $16.99, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $15.19 to $15.48, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F9: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $15.75 to $16.75, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F10: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $15.01 to $15.74, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F11: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $15.38 to $15.79, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F12: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $15.81 to $16.80, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F13: The price reported in Column 4 is a weighted average price. These shares were traded by the Funds in multiple transactions at prices ranging from $16.81 to $17.80, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F14: Baker Bros. Advisors LP (the "Adviser") serves as the Investment Adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held by the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are principals of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held by the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held by the Funds. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.