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Neurogene Inc. Director's Dealing 2019

Sep 11, 2019

33497_dirs_2019-09-11_1fd6d61e-354f-460e-9581-e4da11165809.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Neoleukin Therapeutics, Inc. (NLTX)
CIK: 0001404644
Period of Report: 2019-09-09

Reporting Person: DRACHMAN JONATHAN G (Director, See Remarks)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-09-09 Common Stock P 76822 $2.845 Acquired 411250 Direct
2019-09-10 Common Stock P 36742 $3.0834 Acquired 447992 Direct
2019-09-11 Common Stock P 136436 $3.2975 Acquired 584428 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Series A Preferred Stock 7428 Direct

Footnotes

F1: Represents the weighted average purchase price. The lowest price at which shares were purchased was $2.82 and the highest price at which shares were purchased was $2.85. The reporting person undertakes to provide upon request to the staff of the Securities Exchange Commission, the issuer or its stockholders, full information regarding the total number of shares purchased at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.

F2: Represents the weighted average purchase price. The lowest price at which shares were purchased was $3.00 and the highest price at which shares were purchased was $3.10.

F3: Represents the weighted average purchase price. The lowest price at which shares were purchased was $3.06 and the highest price at which shares were purchased was $3.50.

F4: Each share of Series A Convertible Preferred Stock will become convertible into 100 shares of the Issuer's Common Stock, subject to and contingent upon the approval of the Issuer's stockholders in accordance with the Nasdaq Stock Market Rules. Under the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated August 5, 2019, among the Issuer, Aquinox Pharmaceuticals, Inc. and Apollo Sub, Inc., the Issuer has agreed to use commercially reasonable efforts to call and hold a meeting of the Issuer's stockholders to obtain the requisite approval for the conversion of the Series A Convertible Preferred Stock into shares of Common Stock, for purposes of the Nasdaq Stock Market Rules, as soon as practicable and in any event no later than 100 days after the date of the Merger Agreement.