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GenVec Renews Stockholder Rights Plan
Date:8/11/2011

GAITHERSBURG, Md., Aug. 11, 2011 /PRNewswire/ -- GenVec, Inc. (Nasdaq: GNVC) today announced that its Board of Directors has approved the replacement of its Stockholder Rights Plan through the adoption of a new Rights Agreement. The new Stockholder Rights Plan is to become effective on September 7, 2011, which is the date that GenVec's existing Rights Agreement is set to expire. The new Rights Agreement was adopted in connection with the expiration of the existing Rights Agreement and was not adopted in response to any specific effort to acquire control of GenVec. All rights under the existing Rights Agreement will terminate upon its expiration.

"The Board believes that a Stockholder Rights Plan continues to enhance its ability to protect stockholder interests and ensures that stockholders receive fair treatment in the event of any coercive takeover attempt," said Dr. Paul Fischer, President and Chief Executive Officer.

In connection with the adoption of the new Rights Agreement, the Board of Directors declared a dividend distribution of one Right for each outstanding share of GenVec common stock, payable to stockholders of record at the close of business on September 7, 2011. Initially, the Rights will be represented by GenVec's common stock certificates or book entry notations, will not be traded separately from the common stock and will not be exercisable; however, among other things, in the event that any person acquires beneficial ownership of 20% or more of the outstanding shares of GenVec's common stock, each holder of a Right, other than the acquirer, would be entitled to receive, upon payment of the purchase price, which is initially set at $32 per Right, a number of shares of GenVec common stock having a value equal to two times such purchase price. The Rights are expected to expire on September 7, 2021 unless earlier redeemed or exchanged in accordance with
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SOURCE GenVec, Inc.
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