Wave Life Sciences Ltd. — Director's Dealing 2019

Jan 28, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Wave Life Sciences Ltd. (WVE)
CIK: 0001631574
Period of Report: 2019-01-24

Reporting Person: RA CAPITAL MANAGEMENT, LLC (Director, 10% Owner)
Reporting Person: Kolchinsky Peter (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-24	Ordinary Shares	P	263158	$38	Acquired	7775207	Indirect

Footnotes

F1: Following the reported transactions, RA Capital Healthcare Fund, L.P. (the "Fund") held 6,805,182 shares and 970,025 shares held by a separately managed account (the "Account").

F2: RA Capital Management, LLC (the "Adviser") is the general partner of the Fund and the investment adviser of the Account. Peter Kolchinsky is a director of the issuer and is the sole manager of the Adviser. In their respective capacities, each of Dr. Kolchinsky and the Adviser may be deemed to beneficially own the reported securities for purposes of Section 13(d) of the Securities Exchange Act of 1934.

F3: The Adviser and Dr. Kolchinsky disclaim beneficial ownership of the reported securities for purposes of Rule 16a-1(a)(1) under the Exchange Act in reliance on Rule 16a-1(a)(1)(v) and (vii), respectively. The filing of this Form 4 shall not be construed as an admission that either the Adviser or Dr. Kolchinsky is or was, for purposes of Rule 16a-1(a)(1) under the Exchange Act, the beneficial owner of any of the securities reported herein. Dr. Kolchinsky and the Adviser disclaim beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a)(2) under the Exchange Act except to the extent of their pecuniary interest therein.