{"url_path":"/sec/rgnx/8-k/2026-06-03/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-03","source_url":"https://www.sec.gov/Archives/edgar/data/1590877/0001193125-26-254590-index.html","accession_number":"0001193125-26-254590","cik":"0001590877","ticker":"RGNX","issuer_name":"REGENXBIO Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1590877/0001193125-26-254590-index.html","primary_entity_key":"0001590877","primary_entity_name":"REGENXBIO Inc."},"word_count":331,"has_tables":true,"body_markdown":"## Item 5.07 Submission of Matters to a Vote of Security Holders.\n\nREGENXBIO Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) on May 29, 2026. There were 42,818,883 shares of common stock represented at the meeting by valid proxies or voted at the meeting, which was approximately 82.95% of the shares of common stock that were entitled to vote at the Annual Meeting. The final voting results for each proposal considered at the Annual Meeting are set forth below. For more information on the proposals, please refer to the Company’s definitive proxy statement related to the Annual Meeting, which was filed with the SEC on April 14, 2026 (the “Proxy Statement”).\n\nProposal 1: By the following vote, the following three persons were elected to serve as Class II directors until the Company’s 2029 annual meeting of stockholders:\n\nNominee\n\nVotes For\n\nVotes Withheld\n\nBroker Non-Votes\n\nJean Bennett, M.D., Ph.D.\n\n24,025,836\n\n11,238,926\n\n7,554,121\n\nA.N. “Jerry” Karabelas, Ph.D.\n\n27,124,923\n\n8,139,839\n\n7,554,121\n\nDaniel Tassé\n\n32,039,753\n\n3,225,009\n\n7,554,121\n\nProposal 2: By the following vote, the stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026:\n\nVotes For\n\nVotes Against\n\nVotes Abstaining\n\nBroker Non-Votes\n\n42,526,553\n\n244,785\n\n47,545\n\n0\n\nProposal 3: By the following vote, the stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement:\n\nVotes For\n\nVotes Against\n\nVotes Abstaining\n\nBroker Non-Votes\n\n32,392,302\n\n2,722,825\n\n149,635\n\n7,554,121\n\n##  \n\n## Proposal 4: By the following vote, the stockholders approved, the Stock Option Exchange Program for the Company’s non-executive employees:\n\n##  \n\nVotes For\n\nVotes Against\n\nVotes Abstaining\n\nBroker Non-Votes\n\n26,352,456\n\n8,853,230\n\n59,076\n\n7,554,121\n\n \n\n## Proposal 5: By the following vote, the stockholders did not approve, a Stock Option Exchange Program for the Company’s executive employees:\n\n##  \n\nVotes For\n\nVotes Against\n\nVotes Abstaining\n\nBroker Non-Votes\n\n14,097,815\n\n21,021,531\n\n145,416\n\n7,554,121\n\n \n\nA description of the terms and conditions of the Stock Option Exchange Program was previously reported in the Proxy Statement."}