SEC Form 4 · accession 0001144204-15-010771

SANGAMO THERAPEUTICS, INC · SGMO

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

RA Capital Healthcare Fund LP

Other

RA CAPITAL MANAGEMENT, LLC

Other

Peter Kolchinsky

Other

Period of report

Jan 29, 2014

Accepted (ET)

Feb 18, 2015 · 9:49 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001001233

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F1	Feb 5, 2014	P	13,694	$18.165	A	3,696,696	D
Common Stock^F1	Feb 5, 2014	P	17,640	$18.21	A	3,714,336	D
Common Stock^F1	Feb 5, 2014	P	10,666	$18.3623	A	3,725,002	D
Common Stock^F1	Feb 6, 2014	S	7,312	$18.4194	D	3,717,690	D
Common Stock^F1	Feb 7, 2014	S	34,688	$18.5203	D	3,683,002	D
Common Stock^F1	Feb 11, 2014	P	42,000	$19.6494	A	3,725,002	D
Common Stock^F1	Feb 12, 2014	P	42,000	$18.0386	A	3,767,002	D
Common Stock^F1	Feb 13, 2014	S	15,409	$18.4592	D	3,751,593	D
Common Stock^F1	Feb 14, 2014	S	15,380	$18.6064	D	3,736,213	D
Common Stock^F1	Feb 18, 2014	S	11,172	$18.1058	D	3,725,041	D
Common Stock^F1	Feb 19, 2014	S	6,720	$18.5149	D	3,718,321	D
Common Stock^F1	Feb 20, 2014	S	39	$18.39	D	3,718,282	D
Common Stock^F1	Feb 20, 2014	S	35,280	$18.40	D	3,683,002	D
Common Stock^F1	Feb 26, 2014	P	32,194	$19.1501	A	3,715,196	D
Common Stock^F1	Feb 26, 2014	P	42,000	$19.8982	A	3,757,196	D
Common Stock^F1	Feb 27, 2014	S	14,953	$19.26	D	3,742,243	D
Common Stock^F1	Feb 27, 2014	S	17,243	$19.4574	D	3,725,000	D
Common Stock^F1	Feb 28, 2014	P	42,000	$18.0987	A	3,767,000	D
Common Stock^F1	Mar 3, 2014	S	67,200	$18.21	D	3,699,800	D
Common Stock^F1	Mar 3, 2014	S	16,800	$18.2256	D	3,683,000	D
Common Stock^F2,F1	Mar 6, 2014	P	42,001	$22.445	A	3,683,000	D
Common Stock^F2,F1	Mar 6, 2014	P	42,000	$22.5603	A	3,683,000	D
Common Stock^F3,F1	Mar 6, 2014	S	31,531	$23.1786	D	3,683,000	D
Common Stock^F3,F1	Mar 6, 2014	S	241,471	$23.235	D	3,683,000	D
Common Stock^F3,F1	Mar 6, 2014	S	20,415	$24.0014	D	3,683,000	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Call Option (right to buy)^F1,F4,F5	$20.00	Jan 29, 2014	P	8,275	D	—	Jan 17, 2016	Common Stock	827,500	8,275	D
Call Option (obligation to sell)^F1,F4,F5	$30.00	Jan 29, 2014	S	8,275	D	—	Jan 17, 2016	Common Stock	827,500	8,275	D
Call Option (right to buy)^F1,F4,F6	$25.00	Jan 29, 2014	P	8,275	D	—	Jan 17, 2016	Common Stock	827,500	8,275	D
Call Option (obligation to sell)^F1,F4,F6	$35.00	Jan 29, 2014	S	8,275	D	—	Jan 17, 2016	Common Stock	827,500	8,275	D

Explanation of responses

F1The reported securities are owned by RA Capital Healthcare Fund, L.P. (the "Fund"). RA Capital Management, LLC (the "Adviser") is the general partner of the Fund, and Peter Kolchinsky is the sole manager of the Adviser. The Adviser and Mr. Kolchinsky disclaim beneficial ownership of the reported securities in reliance on Rule 16a-1(a)(1)(v) and (vii), respectively, and therefore disclaim any obligation to report ownership of the reported securities other than on behalf of the Fund. The filing of this Form 4 shall not be construed as an admission that either the Adviser or Mr. Kolchinsky is or was, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any of the securities reported herein. The number of shares reported in Col 5 of Table I and the number of options reported in Col 9 of Table II reflect the number of shares or options, as applicable, beneficially owned by the Fund as of the time of the last transaction reported herein.
F2The Fund delivered these shares to a stock lender to satisfy the Fund's obligation to return shares previously borrowed.
F3The Fund borrowed shares for delivery against this sale.
F4These options are exercisable at any time prior to their expiration.
F5These options reflect an "option spread" strategy pursuant to which the Fund simultaneously (1) purchased 8,275 call option contracts, each representing a right to purchase 100 shares of the issuer's common stock at $20.00 per share and (2) sold 8,275 call option contracts, each representing an obligation to sell 100 shares of the issuer's common stock at $30.00 per share.
F6These options reflect an "option spread" strategy pursuant to which the Fund simultaneously (1) purchased 8,275 call option contracts, each representing a right to purchase 100 shares of the issuer's common stock at $25.00 per share and (2) sold 8,275 call option contracts, each representing an obligation to sell 100 shares of the issuer's common stock at $35.00 per share.