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Q32 Bio Inc. Director's Dealing 2018

Apr 4, 2018

34891_dirs_2018-04-04_9fe6453f-a562-46e0-a605-c4d477d15425.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Homology Medicines, Inc. (FIXX)
CIK: 0001661998
Period of Report: 2018-04-02

Reporting Person: Temasek Holdings (Private) Ltd (10% Owner)
Reporting Person: Fullerton Management Pte Ltd (10% Owner)
Reporting Person: Temasek Life Sciences Private Ltd (10% Owner)
Reporting Person: TLS Beta Pte. Ltd. (10% Owner)
Reporting Person: V-Sciences Investments Pte Ltd (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-04-02 Common Stock C 1605681 Acquired 1605681 Indirect
2018-04-02 Common Stock C 989612 Acquired 2595293 Indirect
2018-04-02 Common Stock P 625000 $16.00 Acquired 3220293 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2018-04-02 Series A Preferred Stock $ C 1605681 Disposed Common Stock (1605681) Indirect
2018-04-02 Series B Preferred Stock $ C 989612 Disposed Common Stock (989612) Indirect

Footnotes

F1: The Series A Preferred Stock of Homology Medicines, Inc. (the "Issuer") held of record by TLS Beta Pte. Ltd. ("TLS Beta") automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the initial public offering of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Series A Preferred Stock had been convertible, at the option of the holder, at any time into shares of Common Stock at an initial conversion rate equal to one share of Common Stock per share of Series A Preferred Stock, subject to adjustment and had no expiration date.

F2: The Series B Preferred Stock of the Issuer held of record by TLS Beta automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the initial public offering of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Series B Preferred Stock had been convertible, at the option of the holder, at any time into shares of Common Stock at an initial conversion rate equal to one share of Common Stock per share of Series B Preferred Stock, subject to adjustment and had no expiration date.

F3: Consists of 1,605,681 shares of Common Stock held of record by TLS Beta.

F4: Consists of 989,612 shares of Common Stock held of record by TLS Beta.

F5: Consists of 625,000 shares of Common Stock held of record by V-Sciences Investments Pte Ltd ("V-Sciences") which were purchased in the Issuer's initial public offering at a price of $16.00 per share. V-Sciences Investments Pte Ltd is a direct wholly-owned subsidiary of Temasek Life Sciences Private Limited. Temasek Life Sciences Private Limited ("TLS") is a direct wholly-owned subsidiary of Fullerton Management Pte Ltd ("FMPL"), which in turn is a direct wholly-owned subsidiary of Temasek Holdings (Private) Limited ("Temasek"). TLS, FMPL and Temasek may therefore be deemed to have or share beneficial ownership of the securities held by V-Sciences.

F6: TLS Beta is a direct wholly-owned subsidiary of TLS. TLS is a direct wholly-owned subsidiary of FMPL, which in turn is a direct wholly-owned subsidiary of Temasek. TLS, FMPL and Temasek may therefore be deemed to have or share beneficial ownership of the securities held by TLS Beta.