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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Donenberg Phillip B.

2. Date of Event Requiring Statement (MM/DD/YYYY)
10/19/2017 

3. Issuer Name and Ticker or Trading Symbol

AveXis, Inc. [AVXS]

(Last)        (First)        (Middle)

C/O AVEXIS, INC., 2275 HALF DAY ROAD, SUITE 200

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Chief Financial Officer /

(Street)

BANNOCKBURN, IL 60015       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: 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
Employee Stock Option (Right to Buy)     (1) 9/5/2026   Common Stock   20000   $37.58   D    
Employee Stock Option (Right to Buy)     (2) 5/9/2027   Common Stock   5594   $77.24   D    
Employee Stock Option (Right to Buy)     (3) 9/14/2027   Common Stock   4406   $88.08   D    

Explanation of Responses:
(1)  The option shall vest and become exercisable as to 25% of the shares underlying the option on September 6, 2017; the remaining shares shall vest in 36 equal monthly installments beginning on October 6, 2017, subject to the Reporting Person providing continuous service to the Issuer on each such date.
(2)  The option shall vest and become exercisable as to 25% of the shares underlying the option on May 10, 2018; the remaining shares shall vest in 36 equal monthly installments beginning on June 10, 2018, subject to the Reporting Person providing continuous service to the Issuer on each such date.
(3)  The option shall vest and become exercisable as to 25% of the shares underlying the option on September 15, 2018; the remaining shares shall vest in 36 equal monthly installments beginning on October 15, 2018, subject to the Reporting Person providing continuous service to the Issuer on each such date.

Remarks:
Exhibit List - Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Donenberg Phillip B.
C/O AVEXIS, INC.
2275 HALF DAY ROAD, SUITE 200
BANNOCKBURN, IL 60015


Chief Financial Officer

Signatures
/s/Madison Jones, Attorney-in-Fact 10/20/2017
** 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 5(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 control number.
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