Epizyme (EPZM) Form 4 Epizyme / Shefali Agarwal 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^*

Agarwal Shefali

(Last) (First) (Middle)

C/O EPIZYME, INC., 400 TECHNOLOGY

SQUARE, 4TH FLOOR

(Street)

CAMBRIDGE MA 02139

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Epizyme, Inc. [ EPZM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/09/2022

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, par value $0.0001	08/09/2022		M		56,527	A	$1.39	215,243	D
Common Stock, par value $0.0001	08/09/2022		M		43,473	A	$1.39	258,716	D
Common Stock, par value $0.0001	08/09/2022		M		400,000	A	$1.39	658,716	D
Common Stock, par value $0.0001	08/09/2022		F(1)		373,154	D	$1.39	285,562	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)	$1.39	08/09/2022		M			56,527	(2)	03/16/2032	Common Stock	56,527	$0.00	443,473	D
Stock Option (Right to Buy)	$1.39	08/09/2022		M			43,473	(2)	03/16/2032	Common Stock	43,473	$0.00	400,000	D
Stock Option (Right to Buy)	$1.39	08/09/2022		M			400,000	(2)	03/16/2032	Common Stock	400,000	$0.00	0	D

Explanation of Responses:

1. These shares were withheld so the Reporting Person could satisfy the exercise price arising from a net (cashless) exercise of stock options that occurred on August 9, 2022.

2. On June 27, 2022, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, Ipsen Pharma SAS and Hibernia Merger Sub, Inc. Pursuant to the terms of the Merger Agreement, each Exercisable Pre-Close Option (as defined in the Merger Agreement) became exercisable on the Acceleration Date (August 5, 2022) up to and through the close of regular trading on the Nasdaq Stock Market on the second (2nd) business day thereafter (August 9, 2022).

Remarks:

Consultant and Named Executive Officer

	/s/ John Weidenbruch, attorney-in-fact	08/11/2022
	** 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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