Wave Life Sciences Ltd. — Director's Dealing 2015

Nov 11, 2015

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Wave Life Sciences Ltd. (WVE)
CIK: 0001631574
Period of Report: 2015-11-10

Reporting Person: TAKANASHI KEN (Director, 10% Owner)
Reporting Person: Shin Nippon Biomedical Laboratories, Ltd. (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	1697467	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Shares	$		Ordinary Shares (3901348)		Indirect
Series B Preferred Shares	$		Ordinary Shares (161663)		Indirect

Footnotes

F1: Shares held by Shin Nippon Biomedical Laboratories, Ltd. ("SNBL"). Ken Takanashi, a director of the Issuer, is a director of SNBL and may be deemed to beneficially own the reported securities. Pursuant to Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), Mr. Takanashi disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The filing of this Form 3 shall not be construed as an admission that Mr. Takanashi is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the reported securities.

F2: Shares held by SNBL Pursuant to Rule 16a-1 under the Act, Mr. Takanashi disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The filing of this Form 3 shall not be construed as an admission that Mr. Takanashi is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the reported securities. The Series A Preferred Shares are convertible into Ordinary Shares on a one-for-one basis at the option of the holder and have no expiration date.

F3: Shares held by SNBL USA, Ltd. ("SNBL USA"). SNBL USA is an affiliate of SNBL. Mr. Takanashi is a director of SNBL USA. In their respective capacities, each of Mr. Takanashi and SNBL may be deemed to beneficially own the reported securities. Pursuant to Rule 16a-1 under the Act, each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. The filing of this Form 3 shall not be construed as an admission that SNBL or Mr. Takanashi is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the reported securities. The Series B Preferred Shares are convertible into ordinary shares on a one-for-one basis at any time at the option of the holder and have no expiration date.