Neurogene Inc. — Director's Dealing 2020

Apr 6, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Neoleukin Therapeutics, Inc. (NLTX)
CIK: 0001404644
Period of Report: 2020-03-27

Reporting Person: Redmile Group, LLC (10% Owner)
Reporting Person: Green Jeremy (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-27	Common Stock	P	50000	$9.2079	Acquired	3916579	Indirect
2020-03-30	Common Stock	P	29800	$9.9050	Acquired	3946379	Indirect
2020-03-30	Common Stock	P	2700	$10.2744	Acquired	3949079	Indirect
2020-03-31	Common Stock	P	22500	$10.1813	Acquired	3971579	Indirect
2020-03-31	Common Stock	P	7500	$10.7079	Acquired	3979079	Indirect
2020-04-01	Common Stock	P	33500	$10.9482	Acquired	4012579	Indirect
2020-04-01	Common Stock	P	9000	$11.6517	Acquired	4021579	Indirect
2020-04-01	Common Stock	S	9634	$11.0616	Disposed	4011945	Indirect
2020-04-01	Common Stock	S	200	$11.8650	Disposed	4011745	Indirect
2020-04-02	Common Stock	P	38300	$11.3605	Acquired	4050045	Indirect
2020-04-02	Common Stock	P	1000	$11.8506	Acquired	4051045	Indirect
2020-04-02	Common Stock	S	9734	$11.3039	Disposed	4041311	Indirect
2020-04-02	Common Stock	S	100	$11.82	Disposed	4041211	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.88 to $9.48, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F2: These securities are directly owned by certain private investment vehicles managed by Redmile Group, LLC (?Redmile?) and may be deemed beneficially owned by Redmile as investment manager of such private investment vehicles. The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F3: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.12 to $10.11, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F4: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.14 to $10.88, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F5: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.64 to $10.64, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F6: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.65 to $10.84, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F7: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.41 to $11.41, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F8: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.42 to $11.91, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F9: The Reporting Persons? pecuniary interest in the sales of an aggregate of 19,668 shares of the Issuer?s common stock on April 1, 2020 and April 2, 2020 reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of the Reporting Persons? pecuniary interest in 9,100 shares of the Issuer?s common stock purchased at prices ranging from $8.86 to $9.11 per share on March 26, 2020 and 10,568 shares of the Issuer?s common stock purchased at prices ranging from $8.88 to $9.115 per share on March 28, 2020. The Reporting Persons have agreed to pay to the Issuer the full amount of the Reporting Persons? pecuniary interest in the deemed profit realized in connection with the short-swing transactions, less transaction costs.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.76 to $11.72, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.85 to $11.88, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.

F12: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.795 to $11.78, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F13: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.805 to $11.91, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.795 to $11.7425, inclusive. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.