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Filing Details

Accession Number:: 0001209191-19-030512
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-05-16 17:25:41
Reporting Period:: 2019-05-14

Accepted Time:: 2019-05-16 17:25:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1505512	Regulus Therapeutics Inc.	RGLS	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1465278	P Joseph Hagan	C/O Regulus Therapeutics Inc. 10628 Science Center Dr., #100 San Diego CA 92121	President And Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2019-05-14	188,385	$0.00	307,519	No	4	A	Direct
Common Stock	Disposition	2019-05-16	39,352	$1.22	268,167	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option (Right to Buy)	Acquisiton	2019-05-14	10,000	$0.00	10,000	$0.95

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
10,000	2019-05-14	2029-02-04	No	4	A	Direct

Footnotes

On November 11, 2018, the reporting person was granted Restricted Stock Units in the Company's tender offer. The RSUs vest only upon the achievement of a performance-based milestone. The performance criteria were met, resulting in vesting of the RSUs. Upon achievement of the milestone, 50% of the RSU subject to the milestone immediately vest, with the remaining RSUs vesting quarterly in the 24 months following the vesting commencement date.
The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person on 5/14/2019. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.1946 to $1.2210 inclusive. The reporting person undertakes to provide to RGLS, any security holder of RGLS, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
On February 5, 2019, the reporting person was granted an option to purchase the number of shares of common stock set forth in Box 5. The option vests only upon the achievement of a performance-based milestone. The performance criteria were met, resulting in vesting of the option. Upon achievement of the milestone, 50% of the options subject to the milestone immediately vest, with the remaining options vesting in 24 equal monthly installments following the vesting commencement date.