FATE THERAPEUTICS INC — Director's Dealing 2017

Oct 17, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FATE THERAPEUTICS INC (FATE)
CIK: 0001434316
Period of Report: 2017-10-13

Reporting Person: Shoemaker Daniel D (Chief Scientific Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-10-13	Common Stock	S	12525	$3.86	Disposed	91291	Direct
2017-10-16	Common Stock	S	700	$4.08	Disposed	90591	Direct

Footnotes

F1: Required number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of 33,000 shares of Common Stock underlying restricted stock units ("RSUs") granted to the reporting person on October 15, 2015. This sale was made pursuant to an irrevocable election by the reporting person to satisfy tax withholding obligations through a "sell to cover"transaction and does not represent a discretionary trade by the reporting person.

F2: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.52 to $4.08 per share. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3: Includes previously reported shares of Common Stock underlying RSUs granted to the reporting person, which are subject to certain vesting conditions.

F4: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.97 to $4.17 per share. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.