4//SEC Filing
KIRK RANDAL J 4
Accession 0001213900-25-089726
CIK 0001356090other
Filed
Sep 18, 8:00 PM ET
Accepted
Sep 19, 8:46 PM ET
Size
23.7 KB
Accession
0001213900-25-089726
Insider Transaction Report
Form 4
PRECIGEN, INC.PGEN
KIRK RANDAL J
DirectorChief Executive Officer10% Owner
Transactions
- Sale
Common Stock
2025-09-18$3.86/sh−1,403,360$5,416,970→ 12,117,429 total(indirect: by Kapital Joe) - Sale
Common Stock
2025-09-19$3.68/sh−3,596,892$13,236,563→ 8,520,537 total(indirect: by Kapital Joe) - Exercise/Conversion
8.00% Series A Convertible Perpetual Preferred Stock
2025-09-17−25,000→ 0 total(indirect: by R.J. Kirk DOT)Exercise: $1.44→ Common Stock (17,385,257 underlying) - Exercise/Conversion
Common Stock
2025-09-17+17,385,257→ 82,164,767 total(indirect: by R.J. Kirk DOT)
Holdings
- 1,654,363(indirect: by JPK 2012)
Common Stock
- 1,144,481(indirect: By Spouse)
Common Stock
- 490,401(indirect: by JPK 2008)
Common Stock
- 3,703,398(indirect: by JPK 2009)
Common Stock
- 3,944,437(indirect: by MGK 2009)
Common Stock
- 453,731(indirect: by Kellie L. Banks LTT)
Common Stock
- 16,406,828(indirect: by Sunset 2020)
Common Stock
- 6,085,471(indirect: by Third Security)
Common Stock
- 1,403(indirect: by Lotus)
Common Stock
- 489,438(indirect: by MGK 2008)
Common Stock
- 1,637,040(indirect: by MGK 2011)
Common Stock
- 578,079(indirect: by ZSK 2008)
Common Stock
- 351,120(indirect: by ZSK 2009)
Common Stock
- 1,096,686(indirect: by Parkview 2020)
Common Stock
Footnotes (4)
- [F1]On December 27, 2024, the issuer entered into a Securities Purchase Agreement with certain existing and new investors, including R.J. Kirk Declaration of Trust ("R.J. Kirk DOT"), pursuant to which the issuer agreed to sell its 8.00% Series A Convertible Perpetual Preferred Stock (the "Preferred Stock") in a private placement transaction. The Preferred Stock was convertible into shares of common stock of the issuer (i) at the option of the holder at anytime on or after the later of the six-month anniversary of the issue date and the date on which the issuer has, among other things, obtained shareholder approval, which shareholder approval was obtained on June 26, 2025 and (ii) at an initial conversion price of approximately $1.125 per share, which conversion price was subject to upward adjustment based on the valuation of the common stock from time to time.
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.78 to $3.95, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
- [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.63 to $3.79, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
- [F4]Randal J. Kirk controls each of R.J. Kirk DOT, Kapital Joe, LLC ("Kapital Joe"), Parkview 2020 Limited Partnership ("Parkview 2020"), JPK 2008 LLC ("JPK 2008"), JPK 2009 LLC ("JPK 2009"), JPK 2012 LLC ("JPK 2012"), MGK 2008 LLC ("MGK 2008"), MGK 2009 LLC ("MGK 2009"), MGK 2011 LLC ("MGK 2011"), ZSK 2008 LLC ("ZSK 2008"), ZSK 2009 LLC ("ZSK 2009"), Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Lotus Capital (2000) Company, Inc. ("Lotus"), Sunset 2020 LLC ("Sunset 2020") and Third Security, LLC ("Third Security"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
Documents
Issuer
PRECIGEN, INC.
CIK 0001356090
Entity typeother
Related Parties
1- filerCIK 0001091823
Filing Metadata
- Form type
- 4
- Filed
- Sep 18, 8:00 PM ET
- Accepted
- Sep 19, 8:46 PM ET
- Size
- 23.7 KB