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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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OMB Number: 3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Ramelmeier Rolf Andrew
(Last) (First) (Middle)
C/O SANGAMO THERAPEUTICS, INC.
7000 MARINA BLVD
(Street)
BRISBANE CA 94005
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SANGAMO THERAPEUTICS, INC [ SGMO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Technical Operations
3. Date of Earliest Transaction (Month/Day/Year)
02/25/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/25/2020 F 1,703(1) D $6.8 14,128(2) D
Common Stock 02/25/2020 A 55,000(3) A $0.00 69,128 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right-to-Buy) $6.8 02/25/2020 A 110,000 (4) 02/24/2030 Common Stock 110,000 $0.00 110,000 D
Explanation of Responses:
1. Represents shares underlying the portion of the Restricted Stock Unit that vested on February 25, 2020 surrendered by the Reporting Person to the Issuer for tax withholding, using the Issuer's closing stock price on February 25, 2020 of $6.80/share, pursuant to the terms of the Issuer's 2018 Equity Incentive Plan.
2. Includes 61 shares acquired by the Reporting Person on October 31, 2019 under the Issuer's 2010 Employee Stock Purchase Plan, as amended. Also included in this total are 2,464 shares resulting from the February 25, 2020 vesting of Reporting Person's February 25, 2019 restricted stock unit grant and 8,333 shares subject to such restricted stock unit grant that will vest in two remaining annual installments on February 25, 2021 and February 25, 2022, resulting in such restricted stock unit grant being vested in full on the third (3rd) anniversary of the grant date, subject to the Reporting Person's continued service with the Issuer through such date.
3. Represents 55,000 shares subject to restricted stock units granted on February 25, 2020 that will vest in three (3) equal annual installments on each anniversary of the grant date, such that they will be vested in full on the third (3rd) anniversary of the grant date, subject to the Reporting Person's continued service with the Issuer through such dates.
4. One-quarter (1/4) of the option shares vest and become exercisable upon completion of one (1) year of service by the Reporting Person measured from the February 25, 2020 grant date, and the remainder will vest and become exercisable in equal monthly installments for thirty-six (36) months thereafter, provided that the Reporting Person remains in service with the Issuer through each such monthly vesting date.
Remarks:
/s/ Matthew Colvin, Attorney-in-Fact for Andy Ramelmeier 02/26/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                           POWER OF ATTORNEY

	Know all by these presents, that the undersigned hereby constitutes and
appoints Sandy Macrae, Gary Loeb, Sung Lee, Matthew Colvin, Denise Winn and Ron
A. Metzger of Cooley LLP, counsel to Sangamo Therapeutics, Inc. (the "Company"),
with full power of substitution, the undersigned's true and lawful
attorney-in-fact to:

1.	execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer or director, as the case may be, of the Company, Forms 3, 4 and 5
(and any amendments thereto) in accordance with Section 16(a) of the Securities
Exchange Act of 1934, as amended, (the "Exchange Act") and the rules thereunder;

2.	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
complete and execute any amendments thereto, and timely file such form with the
U.S. Securities and Exchange Commission (the "SEC") and any securities exchange
or similar authority, including without limitation the filing of a Form ID or
any other documents necessary or appropriate to enable the undersigned to file
the Forms 3, 4 and 5 electronically with the SEC;

3.	seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any broker
or financial institution, and the undersigned hereby authorizes any such person
to release any such information to each of the undersigned's attorneys-in-fact
appointed by this Power of Attorney and approves and ratifies any such release
of information; and

4.	take any other action in connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by or for, the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and shall contain such
information and disclosure as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever required,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.

The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request and on the behalf of the undersigned, are not
assuming, nor is the Company assuming, any of the undersigned's responsibilities
to comply with, or any liability for the failure to comply with, any provision
of Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 or 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to each
of the foregoing attorneys-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 10th day of February 2020.



		Signature: /s/ Andy Ramelmeier
			       Rolf A. (Andy) Ramelmeier