REGENXBIO closes $100 million offering after underwriters exercise full overallotment

REGENXBIO Inc. completed its underwritten public offering on July 20, 2026, following an underwriting agreement it signed on July 16, 2026 with Morgan Stanley, J.P. Morgan, Leerink Partners and Mizuho. The agreement covered 10,003,889 shares of common stock at $9.00 per share and pre-funded warrants to purchase 1,111,111 shares at $8.9999 per warrant, reflecting the $0.0001 exercise price of each warrant.¹

The company had granted the underwriters a 30-day option to buy up to 1,667,250 additional shares, and on July 17, 2026 the underwriters exercised that option in full.¹ With the option exercised, net proceeds to the company were expected to be approximately $107.8 million, after underwriting discounts, commissions and estimated offering expenses.¹

The offering was expected to close on July 20, 2026, subject to customary closing conditions.¹

The pricing had been disclosed a day earlier. On July 17, 2026, REGENXBIO announced the pricing of the offering, with gross proceeds expected to be approximately $100.0 million before deducting underwriting discounts, commissions and other offering expenses.¹ The prior day, July 16, 2026, the company's common stock had closed on Nasdaq at $11.20 per share,² compared with a $12.27 close on July 15, 2026,³ when the terms were still preliminary and blank in the earlier prospectus supplement.

The pre-funded warrants carry a $0.0001 exercise price, subject to adjustment for stock splits, dividends or similar events, and do not expire.¹ The offering was made under the company's effective shelf registration statement on Form S-3, filed with the SEC.¹ Covington & Burling LLP provided the legal opinion covering the securities offered.¹