FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
DELMAR STEVEN R

(Last) (First) (Middle)
C/O VOGENX, INC.
PO BOX 19469

(Street)
RALEIGH NC 27619

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/11/2026
3. Issuer Name and Ticker or Trading Symbol
Vogenx, Inc. [ VOGX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 700,000
D
 
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   (1) 07/27/2032 Common Stock 83,333 0.93 D  
Stock Option (right to buy)   (2) 01/01/2036 Common Stock 25,000 1.14 D  
Convertible Promissory Note   (3)   (3) Common Stock 4,273 (3) 11.7 (3) D  
Explanation of Responses:
1. The shares subject to this option are fully vested and exercisable as of the date hereof.
2. The shares subject to this option vest as to 8,334 shares on April 1, 2026, 8,333 shares on April 1, 2027, and 8,333 shares on April 1, 2028, subject to the Reporting Person's continued service on each such vesting date.
3. The Convertible Promissory Note was issued on December 8, 2025 and contains various predetermined and automatic conversion provisions contingent upon the occurrence of specified events and, unless earlier converted, matures on the earlier of (a) March 8, 2027 and (b) the consummation of a Company Sale (as defined therein). Immediately prior to the closing of the Issuer's initial public offering ("IPO"), the principal amount of the Convertible Promissory Note will automatically convert into shares of Common Stock at a conversion price equal to $11.70 (90% of the per share price of the Common Stock sold in the IPO). The number of shares reported in Column 3 represents the principal amount divided by the conversion price.
/s/ Steven R. Delmar 08/11/2026
** Signature of Reporting Person Date
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 Instruction 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).
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