Form 4: Sangamo Therapeutics Officer Sells Shares for Tax

Sangamo Therapeutics' SVP and Chief Legal Officer, Scott B. Willoughby, disposed of 1,434 shares of common stock for mandatory tax withholding related to RSU vesting.

Summary

• Scott B. Willoughby, SVP, Chief Legal Officer, and Secretary of Sangamo Therapeutics, Inc. (SGMO), reported a disposition of 1,434 shares of common stock.
• The transaction occurred on August 24, 2025, and was solely for mandatory tax withholding purposes related to the vesting of a restricted stock unit (RSU) grant.
• The shares were surrendered at a price of $0.5863 per share, based on the Issuer's closing stock price on August 22, 2025.
• This disposition was not a discretionary trade but a required transaction under the company's Amended and Restated 2018 Equity Incentive Plan.
• Following this transaction, Mr. Willoughby beneficially owns 748,243 shares of common stock.

Sentiment

Score: 5

Explanation: The transaction is a routine, non-discretionary event for tax withholding related to RSU vesting, which is neutral in terms of market sentiment. The underlying vesting is positive for the executive but not a new event.

Positives

• The underlying event is the vesting of Restricted Stock Units (RSUs), which represents compensation earned by the executive.
• The executive's beneficial ownership remains substantial at 748,243 shares, indicating continued alignment with shareholder interests.

Negatives

• The disposition of shares, although for tax purposes, reduces the executive's direct shareholding.

Future Outlook

Future vesting installments for various RSU grants are scheduled through February 2026, January 2026, and extending beyond February 2026 for the latest grant, all contingent on the reporting person's continuous service.

Industry Context

This is a routine insider transaction related to executive compensation and does not provide specific insights into broader industry trends or competitive positioning.

Stakeholder Impact

• Minimal direct impact on shareholders as this is a routine, non-discretionary transaction for executive compensation tax purposes.
• Positive for the executive (Scott B. Willoughby) due to the vesting of RSUs, representing earned compensation.

Next Steps

• Remaining 8,016 shares from the February 24, 2023 RSU grant will vest in successive equal quarterly installments through February 24, 2026.
• 178,125 shares from the January 22, 2024 RSU grant will vest in successive equal quarterly installments through January 22, 2026.
• 120,000 shares from the February 25, 2025 RSU grant will vest as to one-quarter 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, Executive Compensation, Stock Vesting, Tax Withholding, Scott B. Willoughby