Form 4: Sangamo Therapeutics Executive Disposes Shares for Routine Tax Withholding

Gregory D. Davis, Head of Research & Technology at Sangamo Therapeutics, Inc., disposed of 723 shares of common stock for mandatory tax withholding purposes related to a restricted stock unit vesting.

Summary

• Gregory D. Davis, the Head of Research & Technology at Sangamo Therapeutics, Inc. (SGMO), reported a disposition of 723 shares of common stock.
• The transaction occurred on May 24, 2025, and was identified as a disposition to the Issuer (Code 'F') for mandatory tax withholding.
• The shares were surrendered at a price of $0.4733 per share, which was the Issuer's closing stock price on May 23, 2025.
• This disposition was not a discretionary trade but a required action pursuant to the terms of the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the '2018 EIP'), upon the vesting of restricted stock units (RSUs).
• Following this transaction, Mr. Davis beneficially owns 208,653 shares of Sangamo Therapeutics common stock.
• The remaining beneficial ownership includes 1,298 shares from a February 24, 2023 RSU grant (with 6,065 shares vesting quarterly through February 24, 2026), 56,250 shares from a January 22, 2024 RSU grant (vesting quarterly through January 22, 2026), and 49,726 shares from a February 25, 2025 RSU grant (one-quarter vesting on February 25, 2026, and the remainder in 8 successive equal quarterly installments thereafter).

Sentiment

Score: 5

Explanation: The document reports a routine insider transaction for tax withholding purposes, which is a neutral event and does not indicate any positive or negative sentiment regarding the company's performance or outlook.

Future Outlook

Gregory D. Davis has significant unvested Restricted Stock Units (RSUs) that are scheduled to vest in successive equal quarterly installments through February 24, 2026, January 22, 2026, and with the latest grant beginning vesting on February 25, 2026, and continuing for 8 successive equal quarterly installments thereafter. All vesting is contingent upon continuous service and subject to acceleration as per the 2018 Equity Incentive Plan.

Management Comments

• The disposition of shares represents shares underlying a portion of a restricted stock unit ('RSU') grant that vested on May 24, 2025, which were surrendered by the Reporting Person solely for mandatory tax withholding purposes.
• 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.

Industry Context

Form 4 filings are standard disclosures for public companies, detailing changes in beneficial ownership by insiders. Dispositions for tax withholding are a common and routine event associated with equity compensation plans, particularly Restricted Stock Units (RSUs), across various industries, including biotechnology.

Next Steps

• Future vesting of 6,065 shares from the February 24, 2023 RSU grant in successive equal quarterly installments through February 24, 2026.
• Future vesting of 56,250 shares from the January 22, 2024 RSU grant in successive equal quarterly installments through January 22, 2026.
• Future vesting of 49,726 shares from the February 25, 2025 RSU grant, with one-quarter vesting on February 25, 2026, and the remainder in 8 successive equal quarterly installments thereafter.

Key Dates

Keywords

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