Neurogene Inc. — fact timeline

Neurogene Inc. shareholders approved An advisory, non-binding vote on whether future non-binding advisory votes on the compensation paid by the Company to its named executive officers should be held every one, two or three years at the 2026-06-03 meeting.

“An advisory, non-binding vote on whether future non-binding advisory votes on the compensation paid by the Company to its named executive officers should be held every one, two or three years: One Year Two Years Three Years Shares Abstaining Broker Non-Votes 10,006,265 3,407 16,721 63,077 1,297,937”

Neurogene Inc. shareholders approved Ratification on an advisory (non-binding) basis of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 at the 2026-06-03 meeting.

“Ratification on an advisory (non-binding) basis of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026: Shares For Shares Against Shares Abstaining 9,345,925 1,939,039 102,443”

Neurogene Inc. shareholders approved Approval on an advisory (non-binding) basis of the compensation of the Company’s named executive officers at the 2026-06-03 meeting.

“Approval on an advisory (non-binding) basis of the compensation of the Company’s named executive officers: Shares For Shares Against Shares Abstaining Broker Non-Votes 9,991,445 36,394 61,631 1,297,937”

Neurogene Inc. shareholders approved Election of two Class III directors, Robert Baffi and Rohan Palekar at the 2026-06-03 meeting.

“Election of two Class III directors, Robert Baffi and Rohan Palekar, each to serve until the 2029 annual meeting of stockholders and until their respective successors are elected and qualified: Nominee Shares For Shares Withheld Broker Non-Votes Robert Baffi 9,540,734 548,736 1,297,937 Rohan Palekar 10,058,331 31,139 1,293,937”

Neurogene Inc. reported the quarter ended March 31, 2026 results: net income Net loss was $30.9 million for the three months ended March 31, 2026, compared to $22.6 million for the three months end.

“Net loss was $30.9 million for the three months ended March 31, 2026, compared to $22.6 million for the three months ended March 31, 2025.”

Neurogene Inc. reported twelve months ended December 31, 2025 results: net income -90.4 million.

“Full Year 2025 Financial Results • Cash, Cash Equivalents and Short-Term Investments : Cash, cash equivalents and short-term investments as of December 31, 2025 were $269.0 million and are expected to fund planned operations through the first quarter of 2028. • Research & Development (R&D) Expenses : R&D expenses were $75.0 million for the twelve months ended December 31, 2025, compared to $60.9 million for the twelve months ended December 31, 2024. The increase in R&D expenses for the twelve months ended December 31, 2025 was primarily driven by an increase in Rett syndrome clinical trial costs and employee-related expenses due to an increase in R&D headcount, and it was partially offset by decreases in spending on the CLN5 Batten disease program and early discovery. • General & Administrative (G&A) Expenses : G&A expenses were $28.3 million for the twelve months ended December 31, 2025, compared to $22.6 million for the twelve months ended December 31, 2024. The increase in G&A expen”

Neurogene Inc. reported financial results for the quarter ended March 31, 2024.

“On May 10, 2024, Neurogene Inc. (the “Company”) issued a press release announcing financial results for the quarter ended March 31, 2024.”

Neurogene Inc. reported year ended December 31, 2023 results: net income net loss was $36.3 million for the twelve months ended December 31, 2023.

“Neurogene Reports Fourth Quarter and Full Year 2023 Financial Results and Highlights Recent Updates”

Donna Cochener was appointed as Senior Vice President, General Counsel at Neurogene Inc..

“On February 15, 2024, Neurogene Inc. (the “Company”) appointed Donna Cochener as Senior Vice President, General Counsel.”

Neurogene Inc.: Adopted a new Code of Business Conduct and Ethics, superseding the prior code (effective 2023-12-18).

“On December 18, 2023, in connection with the closing of the Merger, the Board adopted a new Code of Business Conduct and Ethics of the Company (the “ Code of Conduct ”), effective as of such date. The Code of Conduct supersedes the existing Code of Business Conduct and Ethics, as previously adopted by Neoleukin’s board of directors on March 23, 2021 (the “ Existing Code of Conduct ”).”

Neurogene Inc.: Adopted amended and restated bylaws revising voting standards, advance notice deadlines, and other governance provisions (effective 2023-12-18).

“On December 18, 2023, in connection with the closing of the Merger, the Board adopted an amendment and restatement of the Company’s Amended and Restated Bylaws (as so amended and restated, the “ Amended and Restated Bylaws ”), effective as of such date, in order to, among other things: • revise the voting standards for matters submitted to a vote of stockholders other than for the election of directors to be the affirmative vote of the holders of at least a majority of the voting power of the Company’s stock present in person or represented by proxy and entitled to vote on the matter, except as otherwise required by the Amended and Restated Charter, the Amended and Restated Bylaws, or any law, rule or regulation; • update the procedural and disclosure requirements for director nominations made and business proposals submitted by stockholders (other than proposals submitted pursuant to Rule 14a-8 under the Exchange Act); • revise the time period during which notices of director nominati”

Neurogene Inc.: Amended and restated certificate of incorporation to increase authorized shares, effect reverse stock split, and name change (effective 2023-12-18).

“To effect the Authorized Share Increase, Reverse Stock Split and the Company Name Change (as defined in Item 1.01 of this Current Report on Form 8-K under the heading “ Introductory Note ”), Neoleukin filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ Certificate of Amendment ”), with an effective time of 12:02 a.m., Eastern Time, on December 18, 2023”

Neurogene Inc. underwent a change of control involving Neurogene Inc. for 0.0756 shares of Company Common Stock per share of Neurogene Capital Stock (closed 2023-12-18).

“(a) each then-issued and outstanding share of Class A Common Stock, par value $0.0001 per share, of Neurogene (“ Neurogene Class A Common Stock ”) converted automatically into 0.0756 shares of common stock, par value $0.000001 per share, of Neoleukin (the “ Company Common Stock ” and prior to the effective time of the Merger, the “ Neoleukin Common Stock ”),”

Neurogene Inc. amended Amendment to the University of Edinburgh Master Research Collaboration Agreement with The University Court of The University of Edinburgh valued at Amendment extended term by three years and outlined additional research for gene therapy development (effective 2023-11-29).

“On November 29, 2023, Neurogene entered into an amendment (the “ Edinburgh Amendment ”) to the Master Research Collaboration Agreement, dated December 4, 2020, by and between Neurogene and The University Court of The University of Edinburgh (the “ Edinburgh MRC ”).”

Neurogene Inc. entered into Neurogene Inc. 2023 Employee Stock Purchase Plan with Neurogene Inc. valued at 2023 ESPP approved by stockholders on December 13, 2023 and ratified by Board on December 18, 2023 (effective 2023-12-18).

“Equity Incentive Plan On October 13, 2023, the board of directors of Neoleukin approved the Neurogene Inc. 2023 Equity Incentive Plan (the “ 2023 EIP ”), subject to stockholder approval.”

Neurogene Inc. entered into Neurogene Inc. 2023 Equity Incentive Plan with Neurogene Inc. valued at 2023 Equity Incentive Plan approved by stockholders on December 13, 2023 and ratified by Board on De (effective 2023-12-18).

“Equity Incentive Plan On October 13, 2023, the board of directors of Neoleukin approved the Neurogene Inc. 2023 Equity Incentive Plan (the “ 2023 EIP ”), subject to stockholder approval.”

Keith Woods was appointed as Director at Neurogene Inc..

“the Board appointed the following four individuals to the Board: Rachel McMinn, Robert Baffi, Cory Freedland and Keith Woods.”

Cory Freedland was appointed as Director at Neurogene Inc..

“the Board appointed the following four individuals to the Board: Rachel McMinn, Robert Baffi, Cory Freedland and Keith Woods.”

Robert Baffi was appointed as Director at Neurogene Inc..

“the Board appointed the following four individuals to the Board: Rachel McMinn, Robert Baffi, Cory Freedland and Keith Woods.”

Christine Mikail was appointed as President and Chief Financial Officer at Neurogene Inc..

“appointed Rachel McMinn as the Company’s Chief Executive Officer and Christine Mikail as the Company’s President and Chief Financial Officer”

Rachel McMinn was appointed as Director at Neurogene Inc..

“the Board appointed the following four individuals to the Board: Rachel McMinn, Robert Baffi, Cory Freedland and Keith Woods.”

Rachel McMinn was appointed as Chair of the Board at Neurogene Inc..

“Rachel McMinn was also appointed as Chair of the Board.”

Rachel McMinn was appointed as Chief Executive Officer at Neurogene Inc..

“the Board appointed Rachel McMinn as the Company’s Chief Executive Officer”

Todd Simpson resigned as Director at Neurogene Inc..

“Martin Babler, M. Cantey Boyd, Erin Lavelle and Todd Simpson resigned from Neoleukin’s board of directors”

Erin Lavelle resigned as Director at Neurogene Inc..

“Martin Babler, M. Cantey Boyd, Erin Lavelle and Todd Simpson resigned from Neoleukin’s board of directors”

M. Cantey Boyd resigned as Director at Neurogene Inc..

“Martin Babler, M. Cantey Boyd, Erin Lavelle and Todd Simpson resigned from Neoleukin’s board of directors”

Martin Babler resigned as Director at Neurogene Inc..

“Martin Babler, M. Cantey Boyd, Erin Lavelle and Todd Simpson resigned from Neoleukin’s board of directors”

Neurogene Inc.: Implemented a one-for-five reverse stock split and decreased authorized common shares from 100,000,000 to 20,000,000 (effective 2023-09-25).

“the Company filed a Certificate of Amendment (the “Amendment”) to its Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware to implement a one-for-five reverse stock split (the “Reverse Stock Split”) of the Company’s common stock, par value $0.000001 per share (the “Common Stock”) to be effective as of 12:01 am Eastern time on September 25, 2023 (the “Effective Time”).”

Neurogene Inc. entered into Agreement and Plan of Merger with Neoleukin Therapeutics, Inc. (effective 2023-07-17).

“On July 17, 2023, Neoleukin Therapeutics, Inc., a Delaware corporation (“Neoleukin”), Project North Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Neoleukin (“Merger Sub”), and Neurogene Inc., a Delaware corporation (“Neurogene”), entered into an Agreement and Plan of Merger (the “Merger Agreement”)”

Neurogene Inc. shareholders approved Approval, by non-binding advisory vote, of the compensation paid by the Company to its named executive officers. at the 2023-06-08 meeting.

“5. Approval, by non-binding advisory vote, of the compensation paid by the Company to its named executive officers. Shares For Shares Against Shares Abstaining Broker Non-Votes 13,514,724 6,833,846 87,739 6,680,834”

Neurogene Inc. shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2023. at the 2023-06-08 meeting.

“4. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2023. Shares For Shares Against Shares Abstaining 26,983,470 60,815 72,858”

Neurogene Inc. shareholders approved Approval of an amendment to the Certificate of Incorporation to permit the exculpation of officers from personal liability for certain breaches of the duty of care. at the 2023-06-08 meeting.

“3. Approval of an amendment to the Certificate of Incorporation to permit the exculpation of officers from personal liability for certain breaches of the duty of care. Shares For Shares Against Shares Abstaining Broker Non-Votes 11,593,424 8,775,712 67,173 6,680,834”

Neurogene Inc. shareholders approved Approval for the Company’s Board of Directors (the “Board”) to implement, at the Board's discretion, an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to effect a reverse stock split at a ratio not less than 1-for-2 and not greater t at the 2023-06-08 meeting.

“2. Approval for the Company’s Board of Directors (the “Board”) to implement, at the Board's discretion, an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to effect a reverse stock split at a ratio not less than 1-for-2 and not greater than 1-for-5, with the exact ratio to be set within that range at the discretion of the Board prior to the one-year anniversary of the Annual Meeting without further approval or authorization of the stockholders, and a corresponding reduction in the number of authorized shares of common stock. Shares For Shares Against Shares Abstaining 26,231,211 827,666 58,266”

Neurogene Inc. shareholders approved Election of three Class III Directors, M. Cantey Boyd, Rohan Palekar and Todd S. Simpson, each to serve a three-year term, which will expire at the 2026 Annual Meeting of Stockholders and until such time as their respective successors have been duly elected and qualified or until such director’s ear at the 2023-06-08 meeting.

“1. Election of three Class III Directors, M. Cantey Boyd, Rohan Palekar and Todd S. Simpson, each to serve a three-year term, which will expire at the 2026 Annual Meeting of Stockholders and until such time as their respective successors have been duly elected and qualified or until such director’s earlier resignation or removal. Nominees Shares For Shares Withheld Broker Non-Votes M. Cantey Boyd 19,947,525 488,784 6,680,834 Rohan Palekar 19,938,449 497,860 6,680,834 Todd S. Simpson 17,641,439 2,794,870 6,680,834”

Donna M. Cochener was appointed as Interim Chief Executive Officer at Neurogene Inc..

“the Board of Directors (the "Board") of Neoleukin Therapeutics, Inc. (the "Company") appointed (a) Donna M. Cochener as the Company’s Interim Chief Executive Officer”

Jonathan Drachman resigned as President, Chief Executive Officer, principal executive and financial officer and director at Neurogene Inc..

“Dr. Jonathan Drachman, M.D.'s resignation from his role as President, Chief Executive Officer, principal executive and financial officer and director of the Company as of the Effective Date”

Neurogene Inc. announced a restructuring with charges of $2.5 million and $3.0 million (approximately 70%).

“On March 6, 2023, the Board of Directors of Neoleukin Therapeutics, Inc. (the "Company") approved a reduction in force of the Company's workforce by approximately 70% and a re-prioritization of the Company’s focus to seek strategic alternatives to maximize shareholder value (the "Restructuring Plan"). The Company's current best estimate of costs it will incur for the Restructuring Plan total between $2.5 million and $3.0 million”

Jonathan G. Drachman departed as President, Chief Executive Officer, principal executive and financial officer at Neurogene Inc..

“Jonathan G. Drachman, M.D. will be resigning from his role as President, Chief Executive Officer, principal executive and financial officer, and will also be resigning as a director of the Company, all effective March 31, 2023”

Neurogene Inc.: Amended and Restated Bylaws corrected incorrect references and page numbers in the table of contents (effective 2023-01-07).

“On January 7, 2023, the Company filed updated Amended and Restated Bylaws to correct incorrect references and page numbers within the table of contents”

Neurogene Inc.: Amended and restated bylaws with changes to stockholder meeting procedures, advance notice, universal proxy rules, exclusive forum, and indemnification provisions (effective 2022-11-30).

“On November 30, 2022, in connection with the effectiveness of new Securities and Exchange Commission rules regarding universal proxy cards, certain recent changes to the Delaware General Corporation Law (the “DGCL”), and a periodic review of the bylaws of Neoleukin Therapeutics, Inc. (the “Company”), the Company’s board of directors (the “Board”) approved and adopted the Company’s amended and restated bylaws (the “Amended and Restated Bylaws”), which became immediately effective.”

Neurogene Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“October 26, 2022, Neoleukin Therapeutics, Inc. (the “Company”) received notice (the "Notice") from the Listing Qualifications staff of the Nasdaq Stock Market LLC (“Nasdaq”) that, because the closing bid price for the Company's common stock has fallen below $1.00 per share for 30 consecutive business days, the Company no longer complies with the minimum bid price requirement for continued listing on the Nasdaq Global Market under Nasdaq Listing Rule 5550(a)(2). The Notice has no immediate effect on the listing of the Company's common stock on the Nasdaq Global Market. Pursuant to Nasdaq Listin”

Sean Smith was appointed as Principal Accounting Officer at Neurogene Inc..

“the Board appointed Sean Smith, the Company’s VP, Finance and Controller, as the Company’s Principal Accounting Officer, effective on the Appointment Date.”

Jonathan Drachman was appointed as Principal Financial Officer at Neurogene Inc..

“the Board appointed Jonathan Drachman, the Company’s Chief Executive Officer, as the Company’s Principal Financial Officer, effective on March 2, 2022”

Lewis T. Williams resigned as Director at Neurogene Inc..

“the Board accepted the resignation of Lewis T. “Rusty” Williams as a member of the Board and its committees, effective as of the Effective Date.”

Rohan Palekar was appointed as Director at Neurogene Inc..

“the Board appointed Rohan Palekar as a Class III director”

Robert Ho departed as Chief Financial Officer and Corporate Secretary at Neurogene Inc..

“On February 14, 2022, Neoleukin Therapeutics, Inc. (the “Company”) received notice from Robert Ho of his intention to resign as the Company’s Chief Financial Officer and Corporate Secretary to pursue another opportunity, effective March 1, 2022.”

Holly Vance resigned as General Counsel and Corporate Secretary at Neurogene Inc..

“On November 17, 2021, Neoleukin Therapeutics, Inc. (the “Company”) received notice from Holly Vance of her intention to resign as the Company’s General Counsel and Corporate Secretary to pursue another opportunity.”