Form 4: Oxford Science Enterprises Adjusts PepGen Stake

Oxford Science Enterprises plc acquired 200,000 shares of PepGen Inc. common stock, resulting in its beneficial ownership falling below 10% and ending its Section 16 reporting requirement.

Summary

• Oxford Science Enterprises plc (the "Reporting Person") purchased 200,000 shares of PepGen Inc. common stock.
• The purchase occurred on September 30, 2025, at a price of $3.20 per share, as part of PepGen Inc.'s public offering.
• Following this transaction, Oxford Science Enterprises plc beneficially owns 4,955,388 shares of PepGen Inc. common stock.
• PepGen Inc. had 68,737,224 shares of common stock outstanding as of September 26, 2025, as disclosed in its September 24, 2025 prospectus supplement.
• As a result of the transaction and the increased outstanding shares, Oxford Science Enterprises plc is no longer deemed to beneficially own more than 10% of PepGen Inc.'s common stock.
• The Reporting Person is no longer subject to Section 16 of the Exchange Act and will cease filing Form 4 or Form 5 reports for PepGen Inc.

Sentiment

Score: 5

Explanation: The filing is a factual report of an insider transaction and a change in beneficial ownership status, without explicit positive or negative operational or financial news for the issuer.

Positives

• Oxford Science Enterprises plc increased its direct holding in PepGen Inc. by 200,000 shares.
• The purchase was made at a specific price of $3.20 per share, indicating a valuation point for the transaction.
• The transaction was part of PepGen Inc.'s public offering, suggesting participation in a broader capital event for the issuer.

Future Outlook

The filing indicates that Oxford Science Enterprises plc will no longer be subject to Section 16 reporting requirements for PepGen Inc. common stock, implying a change in its regulatory obligations regarding future transactions.

Industry Context

This Form 4 reports an insider transaction, which can signal confidence or strategic adjustments by significant shareholders. The purchase was made as part of PepGen Inc.'s public offering, suggesting a capital raising event for the issuer, which is common for biotechnology or pharmaceutical companies like PepGen Inc. to fund research and development.

Comparison to Industry Standards

• Not applicable, as this filing primarily reports a specific insider transaction rather than operational or financial performance metrics that can be benchmarked against industry standards or comparable companies.

Related Party Transactions

• The transaction involves a significant shareholder (Oxford Science Enterprises plc) purchasing shares from the issuer's public offering, which is a form of insider transaction.

Stakeholder Impact

• Shareholders of PepGen Inc. will see a slight adjustment in the ownership structure, with Oxford Science Enterprises plc's stake falling below the 10% threshold.
• The public offering itself, of which this transaction was a part, impacts all shareholders through potential dilution and capital infusion for the company.

Next Steps

• Oxford Science Enterprises plc will no longer file Form 4 or Form 5 reports for PepGen Inc. common stock, as it is no longer subject to Section 16 of the Exchange Act.

Key Dates

Keywords

PepGen Inc., PEPG, Oxford Science Enterprises plc, Form 4, Insider Transaction, Beneficial Ownership, Common Stock, Public Offering, SEC Filing, Investment