David Mark McClung - Feb 25, 2022 Form 4 Insider Report for SANGAMO THERAPEUTICS, INC (SGMO)

Role: EVP, Chief Operating Officer
Signature: David Mark McClung, by /s/ Ron A. Metzger, Attorney-in-Fact
Stock symbol: SGMO
Transactions as of: Feb 25, 2022
Transactions value $: -$27,199
Form type: 4
Date filed: 3/1/2022, 04:17 PM
Previous filing: Jun 29, 2021
Next filing: Jun 28, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SGMO	Common Stock	Tax liability	-$27.2K	-4.61K	-3.54%	$5.90	126K	Feb 25, 2022	Direct	F1, F2, F3
transaction	SGMO	Common Stock	Award	$0	+59.4K	+47.3%	$0.00	185K	Feb 25, 2022	Direct	F4

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	SGMO	Stock Option (Right to Buy)	Award	$0	+160K		$0.00	160K	Feb 25, 2022	Common Stock	160K	$5.90	Direct	F5

* 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 February 25, 2022 which were surrendered by the Reporting Person to the Issuer for tax withholding using the Issuer's closing stock price on February 25, 2022 of $5.90/share, pursuant to the terms of the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the "2018 EIP").
F2	Includes: (a) 8,722 shares resulting from the February 25, 2022 vesting of the Reporting Person's February 25, 2021 RSU grant and 26,668 shares subject to such RSU grant that will vest in two remaining annual installments of 13,332 shares and 13,336 shares on February 25, 2023 and 2024, respectively, and (b) 66,670 shares subject to the Reporting Person's June 25, 2020 RSU grant that will vest in two remaining annual installments of 33,330 shares and 33,340 shares on June 25, 2022 and 2023, respectively. 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.
F3	Includes 900 shares acquired on November 30, 2021 under the Issuer's 2020 Employee Stock Purchase Plan.
F4	Represents shares of common stock issuable upon settlement of an RSU grant that will vest as to one-quarter (1/4) of the shares on the first anniversary of the grant date, and the remainder of the shares will vest in 8 successive equal quarterly 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.
F5	One-quarter (1/4) of the shares subject to the option will vest and become exercisable on the first anniversary of the grant date, and the remainder of the shares 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.