Neurogene Inc.

8-K · ngne-20260608.htm iXBRL

0001404644 2024-03-18 2024-03-18

 UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 8-K
 CURRENT REPORT
 Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 Date of Report (date of earliest event reported): June 8, 2026

 Neurogene Inc.
 (Exact name of registrant as specified in its charter)

 Delaware
 001-36327 98-0542593

 (State or other jurisdiction of incorporation or organization)
 (Commission File Number)
 (I.R.S. Employer Identification No.)

 535 W 24 th Street , 5 th Floor
 New York , NY 10011
 (Address of principal executive offices, including zip code)
 Registrant's telephone number, including area code: ( 877 ) 237-5020

 N/A
 (Former Name or Former Address, if Changed Since Last Report)

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Securities registered pursuant to Section 12(b) of the Act:

 Title of each class Trading Symbol(s) Name of each exchange on which registered
 Common Stock, $0.000001 par value NGNE The Nasdaq Global Market

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 Emerging growth company ☐
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 Item 7.01 Regulation FD Disclosure

 On June 8, 2026, Neurogene Inc. (the “Company”) issued a press release announcing the completion of dosing in the Company’s Embolden TM registrational trial of NGN-401 for the treatment of Rett syndrome. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. Also on June 8, 2026, the Company posted an updated corporate presentation on its website. A copy of the corporate presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

 The information in this Item 7.01 and Exhibits 99.1 and 99.2 attached hereto are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information or Exhibits 99.1 and 99.2 be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference to such filing.

 Item 9.01 Financial Statements and Exhibits.

 (d) Exhibits
  

 Exhibit
 Number
    Description

 99.1    Press Release dated June 8, 2026

 99.2 Corporate Presentation (June 2026)

 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 SIGNATURE

 Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 NEUROGENE INC.

 Date: June 8, 2026 By: /s/ Christine Mikail
 Name: Christine Mikail
 Title: President, Chief Financial Officer