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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Delaware ( State or other jurisdiction of incorporation or organization ) Commission file number : 001-37553 Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Common Stock , par value $ 0.0001 per share REGENXBIO Inc. ( Exact name of registrant as specified in its charter ) to 9600 Blackwell Road , Suite 210 Rockville , MD 20850 ( 240 ) 552-8181 ( Address of principal executive offices and Zip Code , and telephone number , including area code ) Trading symbol ( s ) RGNX 0 47-1851754 ( I.R.S. Employer Identification Number ) Name of each exchange on which registered The Nasdaq Global Select Market Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No No > No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer Accelerated filer Smaller reporting company 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 . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes No | The aggregate market value of common stock held by non - affiliates of the registrant based on the closing price of the registrant's common stock as reported on The Nasdaq Global Select Market on June 30 , 2020 , the last business day of the registrant's most recently completed second quarter , was $ 977,613,237 . As of February 25 , 2021 , there were 42,498,483 shares of the registrant's common stock , par value $ 0.0001 per share , issued and outstanding . DOCUMENTS INCORPORATED BY REFERENCE Specified portions of the registrant's definitive proxy statement with respect to the registrant's 2021 Annual Meeting of Stockholders , which is to be filed pursuant to Regulation 14A within 120 days after the end of the registrant's fiscal year ended December 31 , 2020 , are incorporated by reference into Part III of this Annual Report on Form 10 - K .