REPLIGEN CORP — Director's Dealing 2016

Mar 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: REPLIGEN CORP (RGEN)
CIK: 0000730272
Period of Report: 2016-02-26

Reporting Person: RUSCHE JAMES R (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-26	Common Stock	A	5086	$0.00	Acquired	101935	Direct
2016-02-29	Common Stock	F	1419	$26.05	Disposed	100516	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-26	Stock Option (Right to Buy)	$26.05	A	9895	Acquired	2026-02-26	Common Stock (9895)	Direct

Footnotes

F1: Mr. Rusche was awarded 5,086 Restricted Stock Units. Each Restricted Stock Unit represents a contingent right to receive one share of Repligen Corporation's Common Stock. The Restricted Stock Units vest in equal annual installments over a three-year period beginning on the first anniversary of the grant date. The Restricted Stock Units may be settled only by delivering shares of Repligen Corporation's Common Stock, and thus, the grant is being reported in Table 1 as allowed per SEC guidance.

F2: Payment of tax liability made via forfeiture of 1,419 shares of Common Stock valued at $26.05 per share on February 29, 2016.

F3: The shares vest in equal annual installments over a three-year period beginning on the first anniversary of the grant date.