Form 4: Sangamo Executive's RSU Vesting Triggers Tax Withholding

A Sangamo Therapeutics executive reported a routine disposition of shares for mandatory tax withholding following the vesting of restricted stock units.

Summary

• Gregory D. Davis, Head of Research & Technology at Sangamo Therapeutics, Inc. (SGMO), reported a transaction on August 24, 2025.
• The transaction involved the disposition of 723 shares of Common Stock at a price of $0.5863 per share.
• These shares were surrendered solely for mandatory tax withholding purposes, incident to the vesting of a portion of a restricted stock unit (RSU) grant.
• The tax withholding was calculated using the Issuer's closing stock price on August 22, 2025, of $0.5863 per share.
• This was not a discretionary trade by the Reporting Person but a required transaction under the company's Amended and Restated 2018 Equity Incentive Plan.
• Following this transaction, Gregory D. Davis beneficially owns 201,222 shares of Sangamo Therapeutics Common Stock.
• The remaining beneficial ownership includes shares from RSU grants dated February 24, 2023, January 22, 2024, and February 25, 2025, with various future vesting schedules.

Sentiment

Score: 5

Explanation: The filing reports a routine, mandatory transaction for tax withholding purposes following RSU vesting, which is neutral in terms of company performance or strategic direction.

Positives

• The transaction represents a routine vesting of equity compensation, indicating the executive's continued participation in the company's incentive plans.
• The vesting of RSUs provides a mechanism for executive compensation and alignment with shareholder interests.

Negatives

• The disposition of shares, even for tax purposes, slightly reduces the executive's direct beneficial ownership at the time of the transaction.

Future Outlook

Future vesting installments for various RSU grants are scheduled through February 24, 2026, January 22, 2026, and in successive quarterly installments starting February 25, 2026, for the respective grants. All future vesting is contingent upon the Reporting Person's continuous service.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction related to executive compensation, common across all publicly traded companies, particularly those utilizing equity incentive plans to attract and retain talent in competitive sectors like biotechnology.

Corporate Governance

Stakeholder Impact

• Shareholders: This is a routine, non-discretionary transaction with minimal impact on overall share structure or market dynamics.
• Employees (Reporting Person): The transaction reflects the realization of value from previously granted equity compensation, aligning executive interests with company performance.

Next Steps

• Remaining portions of the February 24, 2023 RSU grant will vest in successive equal quarterly installments through February 24, 2026.
• The January 22, 2024 RSU grant will vest in successive equal quarterly installments through January 22, 2026.
• The February 25, 2025 RSU grant will vest as to one-quarter of the shares on February 25, 2026, with the remainder vesting in 8 successive equal quarterly installments thereafter.

Key Dates

Keywords

Sangamo Therapeutics, SGMO, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Tax Withholding, Equity Incentive Plan, Beneficial Ownership, Executive Compensation