Form 4: Sangamo Executive's Tax-Related Stock Sale

Sangamo Therapeutics' Head of Research & Technology, Gregory D. Davis, reported a disposition of shares for mandatory tax withholding related to restricted stock unit vesting.

Summary

• Gregory D. Davis, Head of Research & Technology at SANGAMO THERAPEUTICS, INC. (SGMO), reported a transaction on January 22, 2026.
• The transaction involved the disposition of 7,721 shares of Common Stock for mandatory tax withholding purposes.
• The shares were surrendered at a price of $0.3985 per share, based on the Issuer's closing stock price on the transaction date.
• This disposition was not a discretionary trade but a required action under the Issuer's Amended and Restated 2018 Equity Incentive Plan (2018 EIP) due to the vesting of restricted stock units (RSUs).
• Following this transaction, Gregory D. Davis beneficially owns 191,062 shares of Common Stock.
• Beneficial ownership includes 11,029 shares from a January 22, 2024 RSU grant vesting installment, 2,022 shares from a February 24, 2023 RSU grant with future vesting, and 49,726 shares from a February 25, 2025 RSU grant with future vesting.
• Beneficial ownership also includes 5,000 shares acquired on May 30, 2025, under the Issuer's 2020 Employee Stock Purchase Plan.

Sentiment

Score: 5

Explanation: The filing reports a mandatory tax withholding transaction related to RSU vesting, which is a routine administrative event and does not reflect a discretionary investment decision by the insider.

Positives

• The vesting of restricted stock units (RSUs) on January 22, 2026, indicates continued executive compensation and retention of Gregory D. Davis, Head of Research & Technology.
• The transaction was non-discretionary, solely for mandatory tax withholding, suggesting no intent by the executive to sell shares for personal investment reasons.

Negatives

• A total of 7,721 shares were disposed of for tax withholding, reducing the executive's direct beneficial ownership.
• The shares were valued at $0.3985 for tax purposes, reflecting a low market price for Sangamo Therapeutics common stock on the transaction date.

Future Outlook

No specific future outlook or guidance is provided in this transactional filing.

Industry Context

This Form 4 filing is a routine insider transaction report and does not provide information related to broader industry trends or competitors.

Corporate Governance

Related Party Transactions

• The disposition of shares for tax withholding related to RSU vesting is a transaction between the company and an executive.
• Gregory D. Davis previously transferred 8 shares of the Issuer's common stock to his ex-spouse pursuant to a domestic relations order.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine, non-discretionary transaction for tax purposes, not a sale driven by investment decisions.
• Employees (specifically Gregory D. Davis): The vesting and subsequent tax withholding are part of the executive's compensation structure.

Next Steps

• Future vesting installments for the February 24, 2023 RSU grant will continue in successive equal quarterly installments through February 24, 2026.
• Future vesting installments for the February 25, 2025 RSU grant will vest as to one-quarter (1/4) of the shares on February 25, 2026, with the remainder vesting in 8 successive equal quarterly installments thereafter.

Key Dates

Recommendation

This Form 4 reports a routine, non-discretionary disposition of shares for tax withholding purposes related to RSU vesting. It does not indicate any change in the company's fundamentals or the insider's view on the company's prospects, thus a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Sangamo Therapeutics, SGMO, Form 4, insider transaction, stock sale, RSU, restricted stock unit, tax withholding, executive compensation