SANGAMO THERAPEUTICS, INC — Director's Dealing 2013

Dec 14, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SANGAMO BIOSCIENCES INC (SGMO)
CIK: 0001001233
Period of Report: 2013-12-12

Reporting Person: Gregory Philip D (Vice President, Research & CSO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-12	Common Stock	A	35000	$0.00	Acquired	125000	Direct
2013-12-12	Common Stock	F	15653	$12.12	Disposed	109347	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-12	Employee Stock Option (Right to Buy)	$12.12	A	70000	Acquired	2023-12-11	Common Stock (70000)	Direct

Footnotes

F1: Shares subject to restricted stock units ("RSUs"), which will vest in a series of three successive equal annual installments upon the Reporting Person's completion of each year of service over the three year period from
the grant date.

F2: Includes 33,333 shares and 26,666 shares subject to RSUs granted on December 8, 2011 and December 6, 2012, respectively, which will be issued as such units vest in accordance with their terms.

F3: Represents shares withheld to satisfy the Reporting Person's tax withholding obligation upon the vesting and issuance of RSUs.

F4: The stock option vests and becomes exercisable for 25% of the shares upon the Reporting Person's completion of one year of service measured from the grant date, and the balance of the shares will vest and become
exercisable in 36 successive equal monthly installments upon his completion of each additional month of service thereafter.