8-K
false 0001590877 0001590877 2020-06-29 2020-06-29

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 29, 2020

 

REGENXBIO Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

001-37553

 

47-1851754

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

9600 Blackwell Road, Suite 210

Rockville, Maryland

 

20850

(Address of principal executive offices)

 

(Zip Code)

(240) 552-8181

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading

symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.0001 par value per share

 

RGNX

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 under the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 29, 2020, Donald J. Hayden, Jr., notified REGENXBIO Inc. (the “Company”) of his resignation from the Board of Directors of the Company (the “Board”), effective as of July 1, 2020. With best wishes, the Company thanks Mr. Hayden for his dedicated service and valuable contributions. In accordance with the Company’s Restated Certificate of Incorporation and Amended and Restated Bylaws, the Board reduced the number of directors of the Company from nine to eight effective upon Mr. Hayden’s resignation.

The Board appointed Allan M. Fox, a current member of the Board, as Chairman of the Board and appointed A.N. “Jerry” Karabelas, Ph.D., a current member of the Board, as Lead Independent Director effective upon Mr. Hayden’s resignation.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

Exhibit
No.

   

Description

         
 

104

   

The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

REGENXBIO INC.

             

Date: July 2, 2020

 

 

By:

 

/s/ Patrick J. Christmas II

 

 

 

Patrick J. Christmas II

 

 

 

Senior Vice President and General Counsel