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FATE THERAPEUTICS INC Director's Dealing 2013

Oct 1, 2013

34091_dirs_2013-09-30_27212fc1-f46d-4a32-aeba-ad2cbe183c57.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: FATE THERAPEUTICS INC (FATE)
CIK: 0001434316
Period of Report: 2013-09-30

Reporting Person: ARCH VENTURE FUND VI LP (10% Owner)
Reporting Person: ARCH VENTURE PARTNERS VI LP (10% Owner)
Reporting Person: CRANDELL KEITH (10% Owner)
Reporting Person: BYBEE CLINTON (10% Owner)
Reporting Person: ARCH VENTURE PARTNERS VI LLC (10% Owner)

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Series A Convertible Preferred Stock $ Common Stock (675493) Direct
Series B Convertible Preferred Stock $ Common Stock (265252) Direct
Series C Convertible Preferred Stock $ Common Stock (570663) Direct

Footnotes

F1: The aggregate number of shares of Issuer's Preferred Stock held by the Reporting Persons converts into Common Stock immediately prior to the closing of the Issuer's initial public offering and has no expiration date. These shares convert into Common Stock on a 1-for-1 basis.

F2: The aggregate number of shares of Issuer's Preferred Stock held by the Reporting Persons converts into Common Stock immediately prior to the closing of the Issuer's initial public offering and has no expiration date. These shares convert into Common Stock on approximately a 1-for-1.15 basis.

F3: These shares are owned directly by ARCH Venture Fund VI, L.P. ("ARCH Fund VI"). The sole general partner of ARCH Fund VI is ARCH Venture Partners VI, L.P. ("ARCH Partners VI"). The sole general partner of ARCH Partners VI is ARCH Venture Partners VI, LLC ("ARCH VI LLC"). The Managing Directors of ARCH VI LLC, Robert T. Nelsen, Keith Crandell and Clinton Bybee, are deemed to have voting and dispositive power over the shares and may be deemed to beneficially own certain shares held by ARCH Fund VI. Each Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Persons are the beneficial owners of such securities for Section 16 or any other purpose.