Scott B. Willoughby - Aug 13, 2024 Form 4 Insider Report for SANGAMO THERAPEUTICS, INC (SGMO)

Role: SVP, GEN. COUNSEL & SECRETARY
Signature: /s/ Ron A. Metzger, Attorney-in-Fact
Stock symbol: SGMO
Transactions as of: Aug 13, 2024
Transactions value $: -$870
Form type: 4
Date filed: 8/15/2024, 04:34 PM
Previous filing: May 29, 2024
Next filing: Aug 27, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SGMO	Common Stock	Tax liability	-$870	-892	-0.11%	$0.98	833K	Aug 13, 2024	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares underlying the portion of a Restricted Stock Unit ("RSU") grant that vested on August 13, 2024, which were surrendered by the Reporting Person solely for mandatory tax withholding purposes using the Issuer's closing stock price on August 13, 2024 of $0.9751/share, pursuant to the terms of the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the "2018 EIP"). This required tax withholding transaction is deemed to constitute a disposition of these shares to the Issuer for reporting purposes and does not represent a discretionary trade by the Reporting Person in the open market or otherwise.
F2	Includes: (a) 1,608 shares resulting from the August 13, 2024 final vesting installment of the Reporting Person's August 13, 2021 RSU grant, (b) 11,532 shares subject to Reporting Person's February 25, 2022 RSU grant that will vest in successive equal quarterly installments through February 25, 2025, (c) 28,055 shares subject to Reporting Person's February 24, 2023 RSU grant that will vest in successive equal quarterly installments through February 24, 2026 and (d) 712,500 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 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.

Content

Represents shares underlying the portion of a Restricted Stock Unit ("RSU") grant that vested on August 13, 2024, which were surrendered by the Reporting Person solely for mandatory tax withholding purposes using the Issuer's closing stock price on August 13, 2024 of $0.9751/share, pursuant to the terms of the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the "2018 EIP"). This required tax withholding transaction is deemed to constitute a disposition of these shares to the Issuer for reporting purposes and does not represent a discretionary trade by the Reporting Person in the open market or otherwise.

Includes: (a) 1,608 shares resulting from the August 13, 2024 final vesting installment of the Reporting Person's August 13, 2021 RSU grant, (b) 11,532 shares subject to Reporting Person's February 25, 2022 RSU grant that will vest in successive equal quarterly installments through February 25, 2025, (c) 28,055 shares subject to Reporting Person's February 24, 2023 RSU grant that will vest in successive equal quarterly installments through February 24, 2026 and (d) 712,500 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 2018 EIP) through each such date and subject to acceleration as provided in the 2018 EIP.