SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Fontenot Jason D.

(Last) (First) (Middle)
7000 MARINA BLVD

(Street)
BRISBANE CA 94005

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/11/2021
3. Issuer Name and Ticker or Trading Symbol
SANGAMO THERAPEUTICS, INC [ SGMO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Scientific Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 63,307(1)(2) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (3) 04/24/2029 Common Stock 100,000 11.85 D
Stock Option (Right to Buy) (3) 02/24/2030 Common Stock 50,000 6.8 D
Stock Option (Right to Buy) (3) 02/24/2031 Common Stock 44,000 11.19 D
Explanation of Responses:
1. Includes: (a) 6,667 shares of common stock issuable upon settlement of restricted stock units ("RSUs") granted to the Reporting Person on April 25, 2019; (b) 16,667 shares of common stock issuable upon settlement of RSUs granted to the Reporting Person on February 25, 2020; and (c) 22,000 shares of common stock issuable upon settlement of RSUs granted to the Reporting Person on February 25, 2021. All such RSUs vest with respect to 1/3rd of the shares in three equal annual installments over the three-year period measured from the date of grant, subject to the Reporting Person's Continuous Service (as defined in the Issuer's Amended and Restated 2018 Equity Incentive Plan, as amended (the "2018 EIP, as amended")) through such dates.
2. Includes 10,000 shares of common stock issuable upon settlement of RSUs granted to the Reporting Person on February 25, 2021. The RSUs will fully vest on the one-year anniversary of the date of grant, subject to the Reporting Person's Continuous Service through such date as defined in the Issuer's 2018 EIP as amended.
3. One-quarter (1/4) of the option shares vest and become exercisable upon completion of one (1) year of Continuous Service, as defined in the 2018 EIP, as amended, by the Reporting Person measured from the April 25, 2019, February 25, 2020 and February 25, 2021 grant dates respectively, and the remainder will vest and become exercisable in equal monthly installments for thirty-six (36) months thereafter, subject to the Reporting Person's Continuous Service as defined in the 2018 EIP, as amended, through each such vesting date, and subject to acceleration as provided in the 2018 EIP, as amended.
Remarks:
/s/ Matthew Colvin, Attorney-in-Fact for Jason D. Fontenot, Ph.D. 03/19/2021
** 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 5 (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 Gary Loeb, Prathyusha Duraibabu and Matthew Colvin, 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 Sangamo Therapeutics, Inc.
(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 12th day of March 2021.



		Signature: /s/ Jason D. Fontenot, Ph.D.
			       Jason D. Fontenot, Ph.D.