Statement of Changes in Beneficial Ownership (4)

FORM 4 ☐ Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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 * MORTIMER IAN	2. Issuer Name and Ticker or Trading Symbol Xenon Pharmaceuticals Inc. [ XENE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) PRESIDENT & CEO
(Last)          (First)          (Middle) 200 - 3650 GILMORE WAY	3. Date of Earliest Transaction (MM/DD/YYYY) 5/24/2023
(Street) BURNABY, Z4 V5G 4W8	4. 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
(City)        (State)        (Zip)	Rule 10b5-1(c) Transaction Indication ☐ Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	5/24/2023		M		42592	A	$9.44 (1)	48592	D
Common Shares	5/24/2023		F		7310	D	$41.84 (2)	41282	D
Common Shares	5/24/2023		S		17069	D	$41.44 (3)	24213	D
Common Shares	5/24/2023		M		20576	A	$9.85 (4)	44789	D
Common Shares	5/24/2023		F		3902	D	$41.84 (2)	40887	D
Common Shares	5/24/2023		S		13179	D	$41.37 (5)	27708	D
Common Shares	5/24/2023		M		6172	A	$9.85 (4)	33880	D
Common Shares	5/24/2023		F		1171	D	$41.84 (2)	32709	D
Common Shares	5/24/2023		S		1407	D	$41.49 (6)	31302	D
Common Shares								14300	I	By Spouse.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$9.44 (1)	5/24/2023		M			42592	(7)	7/31/2023	Common Shares	42592	$0	0	D
Stock Option (Right to Buy)	$9.85 (4)	5/24/2023		M			20576	(7)	1/13/2024	Common Shares	20576	$0	0	D
Stock Option (Right to Buy)	$9.85 (4)	5/24/2023		M			6172	(7)	1/13/2024	Common Shares	6172	$0	0	D

Explanation of Responses:
(1)	The exercise price was converted from $9.76 CAD using the closing rate of exchange of the Bank of Canada on the date of grant, after giving effect to the 1-for-4.86 reverse stock split of the Issuer's outstanding shares effected October 1, 2014 (the "Reverse Stock Split"). The actual exercise price is the Canadian dollar amount regardless of the exchange rate on the date of exercise.
(2)	Represents the closing price of the Company's common shares on May 23, 2023 for purposes of net settlement calculations.
(3)	The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $41.29 to $41.60, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
(4)	The exercise price was converted from $10.78 CAD using the closing rate of exchange of the Bank of Canada on the date of grant, after giving effect to the Reverse Stock Split. The actual exercise price is the Canadian dollar amount regardless of the exchange rate on the date of exercise.
(5)	The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $41.26 to $41.47, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
(6)	The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $41.48 to $41.52, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
(7)	The shares subject to the option are fully vested and exercisable.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MORTIMER IAN 200 - 3650 GILMORE WAY BURNABY, Z4 V5G 4W8	X		PRESIDENT & CEO

Signatures
/s/ Cassandra Robinson, Attorney-in-fact		5/26/2023
**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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