Sec Form 4 Filing - Gregory Philip D @ SANGAMO BIOSCIENCES INC - 2015-05-01

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Gregory Philip D
2. Issuer Name and Ticker or Trading Symbol
SANGAMO BIOSCIENCES INC [ SGMO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP of Research & CSO
(Last) (First) (Middle)
C/O SANGAMO BIOSCIENCES INC., POINT RICHMOND TECH CNTR, 501 CANAL BLVD
3. Date of Earliest Transaction (MM/DD/YY)
05/01/2015
(Street)
RICHMOND, CA94804
4. If Amendment, Date Original Filed (MM/DD/YY)
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)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 Stock 05/01/2015 M 3,000 A $ 3.45 119,410 ( 1 ) D
Common Stock 05/01/2015 M 5,000 A $ 5.35 124,410 ( 1 ) D
Common Stock 05/01/2015 M 7,000 A $ 5.7 131,410 ( 1 ) D
Common Stock 05/01/2015 S( 2 ) 15,000 D $ 12.6247 ( 3 ) 116,410 ( 1 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Employee Stock Option (Right to Buy) $ 3.45 05/01/2015 M 3,000 ( 4 ) 12/09/2018 Common Stock 3,000 $ 0 19,500 D
Employee Stock Option (Right to Buy) $ 5.35 05/01/2015 M 5,000 ( 4 ) 12/06/2019 Common Stock 5,000 $ 0 25,000 D
Employee Stock Option (Right to Buy) $ 5.7 05/01/2015 M 7,000 ( 4 ) 12/07/2020 Common Stock 7,000 $ 0 31,172 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gregory Philip D
C/O SANGAMO BIOSCIENCES INC.
POINT RICHMOND TECH CNTR, 501 CANAL BLVD
RICHMOND, CA94804
SVP of Research & CSO
Signatures
/s/ Florence Tam, attorney-in-fact 05/05/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 13,333, 23,333 and 37,500 shares subject to RSUs granted on December 6, 2012, December 12, 2013 and December 11, 2014 respectively, which will be issued as such units vest in accordance with their terms.
( 2 )The sales reported in this Form 4 were effected pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on February 19, 2014.
( 3 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.40 to $12.92, inclusive. The Reporting Person undertakes to provide to Sangamo BioSciences, Inc., any security holder of Sangamo BioSciences, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
( 4 )All shares underlying this option are vested and immediately exercisable.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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