Sec Form 4 Filing - GREEN JOHN B @ Dicerna Pharmaceuticals Inc - 2020-04-07

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
GREEN JOHN B
2. Issuer Name and Ticker or Trading Symbol
Dicerna Pharmaceuticals Inc [ DRNA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O DICERNA PHARMACEUTICALS, INC., 33 HAYDEN AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/07/2020
(Street)
LEXINGTON, MA02421
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 04/07/2020 M 7,501 A $ 5.45 26,922 ( 1 ) D
Common Stock 04/07/2020 M 12,968 A $ 2.97 39,890 ( 1 ) D
Common Stock 04/07/2020 S( 2 )( 3 ) 20,469 D $ 19.95 19,421 ( 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) $ 5.45 04/07/2020 M 7,501 ( 4 ) 04/14/2026 Common Stock 7,501 $ 0 211,999 D
Employee Stock Option (Right to Buy) $ 2.97 04/07/2020 M 12,968 ( 5 ) 01/03/2027 Common Stock 12,968 $ 0 14,063 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GREEN JOHN B
C/O DICERNA PHARMACEUTICALS, INC.
33 HAYDEN AVENUE
LEXINGTON, MA02421
Chief Financial Officer
Signatures
/s/ John B. Green 04/09/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes shares acquired under the DRNA 2014 Employee Stock Purchase Plan in transactions that were exempt under Rule 16b-3(c).
( 2 )The reporting person sold an aggregate of 20,469 shares of common stock on April 7, 2020 (the "Shares Sold") as reported in this Form 4. The Shares Sold represent 3.11% of 659,052 shares of common stock, which is the number of shares of common stock owned by the reporting person prior to the Shares Sold transactions reported in this Form 4, as well as shares issuable upon exercise or settlement of vested and unvested options and restricted stock units held by the reporting person as of the date of this report.
( 3 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 17, 2019.
( 4 )The option vested 25% after the first year anniversary of the vesting start date of April 14, 2016 and the remaining 75% vests in 36 substantially equal monthly installments thereafter, subject in each case to the reporting person's continued service with the issuer through the applicable vesting date.
( 5 )The option vests in 48 monthly installments over the four-year period starting on the last day of January 2017, subject in each case to the reporting person's continued service with the issuer through the applicable vesting 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.