GenVec, Inc. (NASDAQ:GNVC) Files An 8-K Completion of Acquisition or Disposition of Assets

Item2.01. Completion of Acquisition or Disposition of Assets.

The disclosure set forth in the section above titled Introduction
is incorporated herein by reference.

Item3.01. Notice of Delisting or Failure to Satisfy a
Continued Listing Rule or Standard; Transfer of Listing.

The disclosure set forth in the section above titled Introduction
is incorporated herein by reference.

Item3.03. Material Modification to Rights of Security
Holders.

The disclosure set forth in the section above titled Introduction
is incorporated herein by reference. At the Effective Time,
holders of GenVec Common Stock immediately prior to such time
ceased to have any rights as stockholders in GenVec, other than
their right to receive the Merger Consideration to the Merger
Agreement.

Item5.01. Changes in Control of Registrant.

The disclosure set forth in the section above titled Introduction
is incorporated herein by reference. As of the Effective Time,
GenVec became a direct wholly owned subsidiary of Intrexon. To
the knowledge of GenVec, there are no arrangements, including any
pledge by any person of securities of GenVec, the operation of
which may at a subsequent date result in a further change in
control of GenVec.

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Item5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangement.

The information set forth in the section above titled
Introduction is incorporated herein by reference.

As a result of the Merger, at the Effective Time, the following
persons ceased to be directors of GenVec: Wayne T. Hockmeyer,
Ph.D., William N. Kelley, Ph.D., Stefan D. Loren, Ph.D.,
Quinterol J. Mallette, M.D., Michael Richman, Marc Schneebaum and
Douglas J. Swirsky. As a result of the Merger, at the Effective
Time, the following directors of Merger Sub became directors of
GenVec: Donald P. Lehr and Jeffrey Perez.

As a result of the Merger and to letters of resignation, at the
Effective Time, the following individuals ceased to be officers
of GenVec: Douglas J. Swirsky, Douglas E. Brough, Ph.D., Bryan T.
Butman, Ph.D., and James V. Lambert. As a result of the Merger,
at the Effective Time, the following individuals became officers
of GenVec: Donald P. Lehr, President and Treasurer, and Jeffrey
Perez, Vice President and Secretary.

Biographical information for Mr.Lehr and Mr.Perez is included
under the heading Identification of Executive Officers in
Intrexons Definitive Proxy Statement for its annual meeting of
stockholders filed with the SEC on May1, 2017.

Item5.03. Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.

The information set forth in the section above titled
Introduction is incorporated herein by reference.

As a result of the Merger, effective as of the Effective Time,
the certificate of incorporation of GenVec, as in effect
immediately prior to the Merger, was amended and restated in its
entirety to be in the form of the certificate of incorporation
attached as Exhibit 3.1, which is incorporated herein by
reference.

As a result of the Merger, effective as of the Effective Time,
the bylaws of GenVec were amended and restated in their entirety
to be in the form of the bylaws attached as Exhibit 3.2, which is
incorporated herein by reference.

Item9.01 Financial Statements and Exhibits

(d) Exhibits.

The following exhibits are filed herewith:

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About GenVec, Inc. (NASDAQ:GNVC)

GenVec, Inc. (GenVec) is a clinical-stage biopharmaceutical company, engaged in the development of therapeutics and vaccines. The Company designs, tests and manufactures adenoviral-based product candidates. The Company’s development programs address therapeutic areas, such as hearing loss and balance disorders, as well as vaccines against infectious diseases, including respiratory syncytial virus (RSV), herpes simplex virus (HSV), Enterovirus D68 (EV-D68) and malaria. In the area of animal health, it is developing vaccines against foot-and-mouth disease (FMD). The Company develops and commercializes its product candidates through collaborations. The Company’s lead product candidate is CGF166. The Company’s vaccine candidates include preventative vaccines against RSV and malaria, and a therapeutic vaccine for HSV. The Company is developing vaccine and anti-viral candidates for the prevention and containment of FMD outbreaks.