Fate Therapeutics (FATE) Form 4 FATE THERAPEUTICS / CINDY TAHL ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TAHL CINDY

(Last) (First) (Middle)

C/O FATE THERAPEUTICS, INC.

3535 GENERAL ATOMICS COURT, SUITE 200

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FATE THERAPEUTICS INC [ FATE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	04/01/2021		M(1)		28,149	A	$2.9	136,197	D
Common Stock	04/01/2021		M(1)		1,851	A	$7.87	138,048	D
Common Stock	04/01/2021		S(1)		1,000	D	$80.494(2)	137,048	D
Common Stock	04/01/2021		S(1)		8,220	D	$81.4758(3)	128,828	D
Common Stock	04/01/2021		S(1)		4,556	D	$82.6853(4)	124,272	D
Common Stock	04/01/2021		S(1)		3,490	D	$83.4041(5)	120,782	D
Common Stock	04/01/2021		S(1)		2,200	D	$84.4841(6)	118,582	D
Common Stock	04/01/2021		S(1)		4,835	D	$85.984(7)	113,747	D
Common Stock	04/01/2021		S(1)		5,299	D	$86.7584(8)	108,448	D
Common Stock	04/01/2021		S(1)		400	D	$87.4475(9)	108,048	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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)	$2.9	04/01/2021		M(1)			28,149	(10)	01/07/2026	Common Stock	28,149	$0.00	0	D
Stock Option Right to Buy	$7.87	04/01/2021		M(1)			1,851	(11)	08/12/2023	Common Stock	1,851	$0.00	10,458	D

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 10, 2020.

2. Represents the weighted average sale price of the shares sold ranging from $80.02 to $81.00 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price within the ranges set forth in footnotes 2 through 9.

3. Represents the weighted average sale price of the shares sold ranging from $81.02 to $81.85 per share.

4. Represents the weighted average sale price of the shares sold ranging from $82.08 to $83.07 per share.

5. Represents the weighted average sale price of the shares sold ranging from $83.08 to $84.06 per share.

6. Represents the weighted average sale price of the shares sold ranging from $84.08 to $84.97 per share.

7. Represents the weighted average sale price of the shares sold ranging from $85.34 to $86.33 per share.

8. Represents the weighted average sale price of the shares sold ranging from $86.34 to $87.32 per share.

9. Represents the weighted average sale price of the shares sold ranging from $87.36 to $87.53 per share.

10. The shares subject to this option vested in 48 equal monthly installments beginning on February 8, 2016.

11. 1/2 of the shares subject to this option vested in 48 equal monthly installments beginning on November 4, 2013. The remaining 1/2 of the shares are divided into five equal parts, and 1/5 of such remaining shares vested in 24 equal monthly installments following the Issuer's achievement of one of the five specified performance based milestones.

Remarks:

General Counsel and Secretary

	/s/ Cindy Tahl	04/02/2021
	** Signature of Reporting Person	Date
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