Gregory D Davis Form 3 SANGAMO THERAPEUTICS / Gregory D Davis 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^*

Davis Gregory D

(Last) (First) (Middle)

C/O SANGAMO THERAPEUTICS, INC.

501 CANAL BLVD.

(Street)

RICHMOND CA 94804

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/18/2024

3. Issuer Name and Ticker or Trading Symbol
SANGAMO THERAPEUTICS, INC [ SGMO ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Head of Research & Technology

5. 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 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)
Common Stock	203,089(1)	D

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 Option (Right to Buy)	(2)	06/25/2030	Common Stock	60,000	9.16	D
Stock Option (Right to Buy)	(3)	02/25/2031	Common Stock	25,000	11.19	D
Stock Option (Right to Buy)	(4)	02/25/2032	Common Stock	27,225	5.9	D
Stock Option (Right to Buy)	(5)	02/24/2033	Common Stock	64,688	2.66	D

Explanation of Responses:

1. 1. Includes (a) 2,836 shares subject to the Reporting Person's February 25, 2022 restricted stock unit ("RSU") grant that will vest in successive equal quarterly installments through February 25, 2025, (b) 12,129 shares subject to Reporting Person's February 24, 2023 RSU grant that will vest in successive equal quarterly installments through February 24, 2026, and (c) 150,000 shares subject to the Reporting Person's January 22, 2024 RSU grant that will vest as to one-half (1/2) of the shares on the first anniversary of the grant date, and the remainder of the shares will vest in 4 successive equal quarterly installments thereafter. The vesting of all such RSU grants is subject to the Reporting Person's Continuous Service (as defined in the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the "2018 EIP")) through each such date and subject to acceleration as provided in the 2018 EIP.

2. Fully vested and exercisable.

3. One-quarter (1/4) of the shares subject to the option vested and became exercisable on the first anniversary of the February 25, 2021 grant date, and the remainder of the shares subject to the option vest and become exercisable in 36 successive equal monthly installments thereafter, subject to the Reporting Person's Continuous Service (as defined in the 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.

4. One-quarter (1/4) of the shares subject to the option vested and became exercisable on the first anniversary of the February 25, 2022 grant date, and the remainder of the shares subject to the option vest and become exercisable in 24 successive equal monthly installments thereafter, subject to the Reporting Person's Continuous Service (as defined in the 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.

5. One-quarter (1/4) of the shares subject to the option vested and became exercisable on the first anniversary of the February 24, 2023 grant date, and the remainder of the shares subject to the option will vest and become exercisable in 24 successive equal monthly installments thereafter, subject to the Reporting Person's Continuous Service (as defined in the 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.

	/s/ Ron A. Metzger, Attorney-in-Fact	10/28/2024
	** 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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