Sec Form 4 Filing - KIRK RANDAL J @ PRECIGEN, INC. - 2023-03-09

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person KIRK RANDAL J 2. Issuer Name and Ticker or Trading Symbol PRECIGEN, INC. [ PGEN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THIRD SECURITY, LLC, 1881 GROVE AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 03/09/2023 (Street) RADFORD, VA24141 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/09/2023 A 85,470 A $ 1.17 31,337,786 I by R.J. Kirk DOT ( 1 ) Common Stock 490,401 I by JPK 2008 ( 1 ) Common Stock 3,703,398 I by JPK 2009 ( 1 ) Common Stock 1,654,363 I by JPK 2012 ( 1 ) Common Stock 489,438 I by MGK 2008 ( 1 ) Common Stock 3,944,437 I by MGK 2009 ( 1 ) Common Stock 1,637,040 I by MGK 2011 ( 1 ) Common Stock 578,079 I by ZSK 2008 ( 1 ) Common Stock 351,120 I by ZSK 2009 ( 1 ) Common Stock 453,731 I by Kellie L. Banks LTT ( 1 ) Common Stock 1,015,604 I by Sr. Staff 2015 ( 1 ) Common Stock 1,015,626 I by Staff 2015 ( 1 ) Common Stock 1,000,000 I by Parkview 2020 ( 1 ) Common Stock 1,144,481 I by Spouse Common Stock 13,520,789 I by Kapital Joe ( 1 ) Common Stock 1,403 I by Lotus ( 1 ) Common Stock 16,406,828 I by Sunset 2020 ( 1 ) Common Stock 1,839,946 I by Staff 2010 ( 2 ) Common Stock 1,383,858 I by Staff 2009 ( 2 ) Common Stock 3,223,803 I by Sr. Staff 2008 ( 2 ) Common Stock 691,929 I by Incentive 2009 ( 2 ) Common Stock 1,384,408 I by Incentive 2010 ( 2 ) Common Stock 311,287 I by Staff 2001 ( 2 ) Common Stock 58,800 I by Sr. Staff ( 2 ) Common Stock 59,133 I by Staff 2006 ( 2 ) Common Stock 118,266 I by Sr. Staff 2006 ( 2 ) Common Stock 19,711 I by Incentive 2006 ( 2 ) Common Stock 4,995,000 I by Sr. Staff 2007 ( 2 ) Common Stock 2,497,500 I by Staff 2007 ( 2 ) Common Stock 832,500 I by Incentive 2007 ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Option to Purchase Common Stock (Right to Buy) $ 1.17 03/09/2023 A 250,978 03/09/2023 03/09/2033 Common Stock 250,978 $ 0 250,978 I by R.J.Kirk DOT ( 1 ) Restricted Stock Units ( 3 ) 03/09/2023 A 213,675 ( 3 ) ( 3 ) Common Stock 213,675 $ 0 213,675 I by R.J Kirk DOT ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KIRK RANDAL J C/O THIRD SECURITY, LLC 1881 GROVE AVENUE RADFORD, VA24141 X X Signatures /s/ Randal J. Kirk 03/13/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Randal J. Kirk controls each of R.J. Kirk Declaration of Trust ("R.J. Kirk DOT"), JPK 2008 LLC ("JPK 2008"), JPK 2009 LLC ("JPK 2009"), JPK 2012 LLC ("JPK 2012"), MGK 2008 LLC ("MGK 2008"), MGK 2009 LLC ("MGK 2009"), MGK 2011 LLC ("MGK 2011"), ZSK 2008 LLC ("ZSK 2008"), ZSK 2009 LLC ("ZSK 2009"), Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Third Security Senior Staff 2015 LLC ("Sr. Staff 2015"), Third Security Staff 2015 LLC ("Staff 2015"), Parkview 2020 Limited Partnership ("Parkview 2020"), Kapital Joe, LLC ("Kapital Joe"), Lotus Capital (2000) Company, Inc. ("Lotus"), and Sunset 2020 LLC ("Sunset 2020"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 2 )Randal J. Kirk controls each of Third Security Staff 2010 LLC ("Staff 2010"), Third Security Staff 2009 LLC ("Staff 2009"), Third Security Senior Staff 2008 LLC ("Sr. Staff 2008"), Third Security Incentive 2009 LLC ("Incentive 2009"), Third Security Incentive 2010 LLC ("Incentive 2010"), Third Security Staff 2001 LLC ("Staff 2001"), Third Security Senior Staff LLC ("Sr. Staff"), Third Security Staff 2006 LLC ("Staff 2006"), Third Security Senior Staff 2006 LLC ("Sr. Staff 2006"), Third Security Incentive 2006 LLC ("Incentive 2006"), Third Security Senior Staff 2007 LLC ("Sr. Staff 2007"), Third Security Staff 2007 LLC ("Staff 2007"), and Third Security Incentive 2007 LLC ("Incentive 2007"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 3 )Each restricted stock unit represents a contingent right to receive one (1) share of issuer common stock and (ii) shall vest on the one-year anniversary of the date of grant, subject to Mr. Kirk continuously providing services to the issuer or an affiliate from the date of grant until such time.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see In struction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.