John M. Evans Form 4 Beam Therapeutics / John M. Evans 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^*

Evans John M.

(Last) (First) (Middle)

C/O BEAM THERAPEUTICS INC.,

238 MAIN STREET

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Beam Therapeutics Inc. [ BEAM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2023

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	03/06/2023		L(1)		225	A	$0.00	1,059,053(2)	D
Common Stock	03/31/2023		A		56,250(3)	A	$0.00	1,115,303	D
Common Stock	03/31/2023		M		13,850	A	$7.22	1,129,153	D
Common Stock								103,000	I	By John M. Evans, III 2018 Irrevocable Trust

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)	$43.45	01/31/2023		A		112,500		(4)	01/31/2033	Common Stock	112,500	$0.00	112,500	D
Stock Option (Right to Buy)	$7.22	03/31/2023		M			13,850	(5)	05/17/2029	Common Stock	13,850	$0.00	196,904	D

Explanation of Responses:

1. Distribution of Beam Therapeutics Inc. ("BEAM") common stock held by ARCH Venture Fund IX, L.P. to its partners for no consideration.

2. Includes 308 shares and acquired by the Reporting Person under the BEAM Amended and Restated 2019 Employee Stock Purchase Plan on September 30, 2022.

3. Represents restricted stock units ("RSUs") granted to the Reporting Person under BEAM's 2019 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the BEAM's common stock. The RSUs vest in four substantially equal annual installments on each of the first four anniversaries of the date of grant, subject to the Reporting Person's continued service with BEAM through each vesting date.

4. This stock option vests in equal monthly installments each month following the date of grant for the subsequent 48 months, subject to the reporting person's continued service with BEAM through each vesting date.

5. This stock option vests as to 25% on the first anniversary of the vesting commencement date, October 1, 2019, and at a rate of 2.78% each month thereafter until the option is fully vested. ..

Remarks:

	By: /s/ Christine Bellon, Attorney-in-fact	03/31/2023
	** 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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