Home/Filings/4/0000929638-23-002989
4//SEC Filing

Hanson Jason David 4

Accession 0000929638-23-002989

CIK 0001980845other

Filed

Nov 1, 8:00 PM ET

Accepted

Nov 2, 4:09 PM ET

Size

16.4 KB

Accession

0000929638-23-002989

Insider Transaction Report

Form 4
Period: 2023-10-31
Hanson Jason David
DirectorChief Executive Officer
Transactions
  • Award

    Stock Option (Right to Buy)

    2018-07-09+137,051137,051 total
    Exercise: $0.88Exp: 2028-07-09Common Shares (137,051 underlying)
  • Award

    Stock Option (Right to Buy)

    2019-07-30+30,93930,939 total
    Exercise: $0.88Exp: 2029-07-30Common Shares (30,939 underlying)
  • Award

    Stock Option (Right to Buy)

    2021-08-20+524,544524,544 total
    Exercise: $0.88Exp: 2031-08-20Common Shares (524,544 underlying)
  • Award

    Stock Option (Right to Buy)

    2021-08-20+10,90610,906 total
    Exercise: $0.88Exp: 2031-08-20Common Shares (10,906 underlying)
  • Award

    Stock Option (Right to Buy)

    2023-07-07+512,826512,826 total
    Exercise: $4.25Exp: 2033-07-07Common Shares (512,826 underlying)
Footnotes (7)
  • [F1]On October 31, 2023 (the "Closing Date"), the parties to the Business Combination Agreement, dated as of May 16, 2023 (as amended, the "Business Combination Agreement"), by and among Forbion European Acquisition Corp., a Cayman Islands exempted company and a special purpose acquisition corporation ("FEAC"), enGene Inc., a corporation incorporated under the laws of Canada ("enGene"), and enGene Holdings Inc. (the "Issuer" or "New enGene"), completed the transactions contemplated thereby, pursuant to which (i) each share of FEAC was exchanged on a one for one basis for a share of New enGene, and (ii) each share of enGene was exchanged for 0.1804799669 shares of New enGene, and each of FEAC and enGene became wholly-owned subsidiaries of New enGene. The transactions contemplated by the Business Combination Agreement are referred to herein as the "Business Combination".
  • [F2]Pursuant to the terms of the Business Combination, the shareholders of enGene received 0.1804799669 common shares of the Issuer ("Common Shares") for each share of enGene held by them immediately prior to the Closing Date. Upon the Closing of the Business Combination, all outstanding enGene options were assumed by New enGene. enGene options that were issued or available to be issued as of May 16, 2023 were accelerated and become vested and exercisable (if not previously vested and exercisable). The issuance of the securities to the Reporting Person was approved by the Issuer's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
  • [F3]This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 759,374 common shares of enGene.
  • [F4]This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 171,429 common shares of enGene.
  • [F5]This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 2,906,386 common shares of enGene.
  • [F6]6. This option is fully vested and exercisable. This option was received in the Business Combination in exchange for an option to purchase 60,429 common shares of enGene.
  • [F7]7. This option was granted on July 7, 2023 on the condition it is not exercisable unless and until (i) the Business Combination Agreement has been completed and (ii) an effective registration statement for the New enGene shares underlying such granted options has been filed. This option was received in the Business Combination in exchange for an option to purchase 2,841,461 common shares of enGene. This option is fully vested.

Documents

1 file

Issuer

enGene Holdings Inc.

CIK 0001980845

Entity typeother

Related Parties

1
  • filerCIK 0001368586

Filing Metadata

Form type
4
Filed
Nov 1, 8:00 PM ET
Accepted
Nov 2, 4:09 PM ET
Size
16.4 KB