Editas Medicine, Inc. — Director's Dealing 2016

Nov 16, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Editas Medicine, Inc. (EDIT)
CIK: 0001650664
Period of Report: 2016-11-14

Reporting Person: Bitterman Kevin (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-14	Common Stock	S	58035	$17.16	Disposed	4098138	Indirect
2016-11-15	Common Stock	S	30367	$16.55	Disposed	4067771	Indirect
2016-11-15	Common Stock	S	498	$17.78	Disposed	4067273	Indirect

Footnotes

F1: Represents 54,831 shares disposed of by Polaris Venture Partners VI, L.P. ("PVP VI") and 3,204 shares disposed of by Polaris Venture Partners Founders' Fund VI, L.P ("PVPFF VI").

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.00 to $17.51, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2),(5) and (8) to this Form 4.

F3: 3,871,879 of these shares are owned directly by PVP VI and 226,259 of the shares are owned by PVPFF VI (together with PVP VI, the "Polaris Funds"). Polaris Venture Management Co. VI, L.L.C. ("Polaris Management") is the general partner of each of the Polaris Funds. Kevin Bitterman, a member of the Board of Directors of the Issuer, has an assignee interest in Polaris Management. Each of Polaris Management and Mr. Bitterman disclaim beneficial ownership of all the shares owned by the Polaris Funds and this report shall not be deemed an admission that either is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interests therein.

F4: Represents 28,689 shares disposed of by PVP VI and 1,678 shares disposed of by PVPFF VI.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.50 to $17.09, inclusive.

F6: 3,843,190 of these shares are owned directly by PVP VI and 224,581 of the shares are owned by PVPFF VI. Each of Polaris Management and Mr. Bitterman disclaim beneficial ownership of all the shares owned by the Polaris Funds and this report shall not be deemed an admission that either is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interests therein.

F7: Represents 472 shares disposed of by PVP VI and 26 shares disposed of by PVPFF VI.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.50 to $17.86, inclusive.

F9: 3,842,718 of these shares are owned directly by PVP VI and 224,555 of the shares are owned by PVPFF VI. Each of Polaris Management and Mr. Bitterman disclaim beneficial ownership of all the shares owned by the Polaris Funds and this report shall not be deemed an admission that either is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interests therein.