Neurogene Inc. — Director's Dealing 2019

Sep 13, 2019

SEC Form 4/A — Form 4/A

Issuer: Neoleukin Therapeutics, Inc. (NLTX)
CIK: 0001404644
Period of Report: 2019-08-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-08-08	Common Stock	A	568039	—	Acquired	568039	Direct
2019-08-08	Series A Preferred Stock	A	12616	—	Acquired	12616	Direct

Footnotes

F1: This amended Form 4 reflects a correction to the number of shares of Common Stock and Series A Preferred Stock issued to the Reporting Person in connection with the merger of Neoleukin Therapeutics, Inc. ("Neoleukin") into Apollo Sub, Inc. (the "Merger"), as reported on Form 4 filed on August 12, 2019, and in the Reporting Person's total direct holdings as reported on Form 4 filed on September 11, 2019.

F2: In connection with the Merger, 1,613,614 shares of Common Stock of Neoleukin held by the Reporting Person, including 663,614 shares of Common Stock of Neoleukin issued upon conversion of convertible notes held by the Reporting Person immediately prior to the Merger, were exchanged for 568,039 shares of Common Stock and 12,616 shares of Series A Convertible Preferred Stock.

F3: 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 Neoleukin, Aquinox Pharmaceuticals, Inc. (the "Issuer") 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