Sec Form 4 Filing - Fontenot Jason D. @ SANGAMO THERAPEUTICS, INC - 2022-02-25

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
Fontenot Jason D.
2. Issuer Name and Ticker or Trading Symbol
SANGAMO THERAPEUTICS, 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, Chief Scientific Officer
(Last) (First) (Middle)
C/O SANGAMO THERAPEUTICS, INC., 7000 MARINA BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
02/25/2022
(Street)
BRISBANE, CA94005
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 02/25/2022 F 6,248( 1 ) D $ 5.9 58,893( 2 )( 3 )( 4 ) D
Common Stock 02/25/2022 A 45,100( 5 ) A $ 0 103,993 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
Stock Option (Right to Buy) $ 5.9 02/25/2022 A 121,770 ( 6 ) 02/24/2032 Common Stock 121,770 $ 0 121,770 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fontenot Jason D.
C/O SANGAMO THERAPEUTICS, INC.
7000 MARINA BLVD.
BRISBANE, CA94005
SVP, Chief Scientific Officer
Signatures
Jason D. Fontenot, by /s/ Ron A. Metzger, Attorney-in-Fact 03/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares underlying the portions of restricted stock unit ("RSU") grants that vested on February 25, 2022 which were surrendered by the Reporting Person to the Issuer for tax withholding using the Issuer's closing stock price on February 25, 2022 of $5.90/share, pursuant to the terms of the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the "2018 EIP").
( 2 )Includes: (a) 7,565 shares resulting from the February 25, 2022 sole annual vesting installment of the Reporting Person's February 25, 2021 RSU grant, (b) 6,304 shares resulting from the February 25, 2022 vesting of the Reporting Person's February 25, 2020 RSU grant and 8,335 shares subject to such RSU grant that will vest in one final annual installment on February 25, 2023, (c) 5,548 shares resulting from the February 25, 2022 vesting of the Reporting Person's February 25, 2021 RSU grant and 14,667 shares subject to such RSU grant that will vest in two remaining annual installments of 7,333 shares and 7,334 shares on February 25, 2023 and 2024, respectively, and (see footnote 3)
( 3 )(d) 3,334 shares subject to the Reporting Person's April 25, 2019 RSU grant that will vest in one final annual installment on April 25, 2022. The vesting of all such RSU grants is subject to the Reporting Person's Continuous Service (as defined in the 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.
( 4 )Includes 1,953 shares acquired on April 30, 2021 and 692 shares acquired on October 29, 2021 under the Issuer's 2010 Employee Stock Purchase Plan.
( 5 )Represents shares of common stock issuable upon settlement of an RSU grant that will vest as to one-quarter (1/4) of the shares on the first anniversary of the grant date, and the remainder of the shares will vest in 8 successive equal quarterly installments thereafter, subject to the Reporting Person's Continuous Service (as defined in the 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.
( 6 )One-quarter (1/4) of the shares subject to the option will vest and become exercisable on the first anniversary of the grant date, and the remainder of the shares will vest and become exercisable in 24 successive equal monthly installments thereafter, subject to the Reporting Person's Continuous Service (as defined in the 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.

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