Fanny Cavalie Form 3/A Foghorn Therapeutics / Fanny Cavalie ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Cavalie Fanny

(Last) (First) (Middle)

500 TECHNOLOGY SQUARE

STE #700

(Street)

CAMBRIDGE MA 02139

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/14/2022

3. Issuer Name and Ticker or Trading Symbol
Foghorn Therapeutics Inc. [ FHTX ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Strategy/Bus Ops Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)
02/24/2022

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to buy)	(1)	01/25/2032	Common Stock	125,000	14.87	D
Stock Options (Right to buy)	(2)	01/27/2031	Common Stock	50,000	16.63	D
Stock Options (Right to buy)	(3)	08/17/2030	Common Stock	59,459	8.77	D
Stock Options (Right to buy)	(4)	02/12/2029	Common Stock	10,135	3.72	D
Stock Options (Right to buy)	(5)	03/27/2028	Common Stock	5,575	0.73	D

Explanation of Responses:

1. The option vests as to 25% of the underlying shares of common stock on January 26, 2023, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter until the option is fully vested.

2. The option vests as to 25% of the underlying shares of common stock on January 28, 2022, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter until the option is fully vested.

3. The option vests as to 25% of the underlying shares of common stock on August 17, 2021, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter until the option is fully vested.

4. The option vests as to 25% of the underlying shares of common stock on January 30, 2020, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter until the option is fully vested.

5. The option vests as to 25% of the underlying shares of common stock on March 19, 2019, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter until the option is fully vested.

Remarks:

Due to an administrative error, the vesting schedule of each of the awards set forth in Table II was incorrectly described in the original Form 3 filed on February 24, 2022. This Form 3/A includes the corrected vesting schedule for each such award. This Form 3/A is also being filed to include the Reporting Person's Power of Attorney as Exhibit 24.

	/s /Allan Reine, M.D., Attorney-in-Fact	09/09/2022
	** 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 5 (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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