STOCK TITAN

Neurogene (NGNE) director receives 12,050 fully vested stock options at $20.40

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Neurogene Inc. director Keith Woods received a fully vested non-qualified stock option grant. The award covers 12,050 options, each giving the right to buy one share of common stock at an exercise price of $20.40 per share, expiring on June 12, 2035. Following this compensation-related grant, Woods holds 12,050 derivative securities directly, with no open-market share purchases or sales reported in this filing.

Positive

  • None.

Negative

  • None.
Insider Woods Keith
Role null
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Option (right to buy) 12,050 $0.00 --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 12,050 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Options granted 12,050 options Non-qualified stock option grant to director Keith Woods
Exercise price $20.40 per share Exercise price for the 12,050 options
Expiration date June 12, 2035 Option expiration for the grant
Holdings after transaction 12,050 derivative securities Total options held directly after grant
Transaction date June 12, 2025 Date of option grant
Non-Qualified Stock Option financial
"Non-Qualified Stock Option (right to buy)"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
exercise price financial
"conversion_or_exercise_price: 20.4000"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
fully vested financial
"This option is fully vested."
derivative securities financial
"total_shares_following_transaction: 12050.0000"
Financial contracts whose value is tied to the price or performance of another asset, such as a stock, bond, commodity, index, or currency; examples include options, futures and swaps. They matter to investors because they let you protect against price swings, bet on future moves or gain larger exposure with less upfront cash—like using a lever or insurance policy on an investment—so they can amplify gains and losses and help manage portfolio risk.
Form 4/A regulatory
"form_type: "4/A""
Form 4/A is an amended filing that corrects or updates an earlier Form 4, the mandatory report that insiders (like company executives, directors, or large shareholders) must file when their ownership stakes change. Think of it as an edited receipt showing who bought or sold stock and when; investors use it to track insider confidence, detect potential conflicts, and spot trading patterns that might signal future company prospects.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Woods Keith

(Last)(First)(Middle)
C/O NEUROGENE INC.
535 W 24TH ST, 5TH FLOOR

(Street)
NEW YORK NEW YORK 10011

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Neurogene Inc. [ NGNE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/13/2025
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy)$20.406/12/2025A12,050 (1)06/12/2035Common Stock12,050$012,050D
Explanation of Responses:
1. This option is fully vested.
Remarks:
This Form 4 was originally filed on June 13, 2025 using the incorrect CIK number for the Reporting Person and is being refiled under the correct CIK number. This filing amends and replaces the original filing in its entirety.
/s/ Donna M. Cochener, Attorney-in-Fact for Keith Woods06/16/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Neurogene (NGNE) report for Keith Woods?

Neurogene reported a grant of 12,050 fully vested non-qualified stock options to director Keith Woods. Each option allows him to buy one common share at a $20.40 exercise price, with the grant treated as compensation rather than an open-market trade.

How many Neurogene (NGNE) options did Keith Woods receive in this Form 4/A?

Keith Woods received 12,050 non-qualified stock options in this Form 4/A. The options are fully vested and each is exercisable into one share of Neurogene common stock, giving him rights over 12,050 underlying shares at a fixed exercise price.

What is the exercise price of Keith Woods’ Neurogene (NGNE) stock options?

The exercise price of Keith Woods’ Neurogene stock options is $20.40 per share. This means he can choose to buy Neurogene common stock at $20.40 for each of the 12,050 options granted, any time before the options expire in 2035.

When do Keith Woods’ Neurogene (NGNE) stock options expire?

Keith Woods’ non-qualified stock options expire on June 12, 2035. Up to that date, he may exercise up to 12,050 options to purchase Neurogene common shares at the fixed $20.40 exercise price, subject to his personal decisions and market conditions.

Are Keith Woods’ Neurogene (NGNE) options from this filing already vested?

Yes, the filing states that the option grant to Keith Woods is fully vested. This means all 12,050 options are immediately exercisable at the $20.40 per-share exercise price, without any additional service or performance conditions required for vesting.

Did Keith Woods buy or sell Neurogene (NGNE) shares in the market in this Form 4/A?

No open-market share purchases or sales are reported in this Form 4/A. The transaction is a grant of 12,050 fully vested non-qualified stock options, a compensation-related acquisition of derivative securities, rather than a direct market trade in Neurogene shares.