Ra Capital Management, L.P. - Aug 15, 2022 Form 4 Insider Report for Wave Life Sciences Ltd. (WVE)

Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol
WVE
Transactions as of
Aug 15, 2022
Transactions value $
$0
Form type
4
Date filed
8/17/2022, 08:01 PM
Previous filing
Aug 5, 2022
Next filing
Aug 26, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction WVE Share Option (right to buy) Award $0 +21K $0.00 21K Aug 15, 2022 Ordinary Shares 21K $3.50 See Footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 RA Capital Management, L.P. (the "Adviser") is the investment manager for the RA Capital Healthcare Fund, L.P. (the "Fund"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
F2 All shares subject to the option vest 100% on the first to occur of (i) August 15, 2023 or (ii) the Issuer's 2023 annual general meeting.
F3 Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchisnky holds the options for the benefit of the Fund. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock except to the extent of their pecuniary interest.

Remarks:

Dr. Kolchinsky serves on the Issuer's board of directors.