Item 1.01 Entry into a Material Definitive Agreement.

On December 16, 2019, Tocagen Inc. (the "Company") entered into a First Amendment (the "Lease Amendment") to the Lease dated December 21, 2017 between the Company and AP3­SD1 Campus Point LLC ("Landlord") for the lease of approximately 38,849 rentable square feet at 4242 Campus Point Court, San Diego, California 92121. Under the terms of the Lease Amendment, the termination date of a portion of the premises containing approximately 21,180 rentable square feet will be accelerated from June 30, 2026 to December 31, 2019. The Lease Amendment will eliminate further rents due for the terminated rentable square feet, including aggregate base rent over the remaining term of approximately $7.6 million.

The Company will continue to lease approximately 17,669 rentable square feet from the Landlord.

The foregoing description of the Lease Amendment is qualified in its entirety by reference to the Lease Amendment, a copy of which will be filed as an exhibit to the Company's Annual Report on Form 10-K for the year ending December 31, 2019.

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