Wave Life Sciences Ltd. — Director's Dealing 2022

May 7, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Wave Life Sciences Ltd. (WVE)
CIK: 0001631574
Period of Report: 2022-05-04

Reporting Person: Vargeese Chandra (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-05-04	Ordinary Shares	A	50000	$0.00	Acquired	127809	Direct
2022-05-05	Ordinary Shares	S	16714	$1.72	Disposed	111095	Direct

Footnotes

F1: On March 7, 2019, the reporting person received performance-based restricted share units ("PSUs"), convertible on a one-for-one basis into ordinary shares of the issuer upon vesting. On May 4, 2022, 50% of the PSUs vested upon the issuer's achievement of the PN Chemistry Milestone (as defined in the PSU agreement) following the issuer's recent WVE-004 data release, as certified by the issuer's compensation committee.

F2: On May 5, 2022, the reporting person sold 16,714 ordinary shares solely to cover taxes associated with the vesting of the PSUs on May 4, 2022. These sales were made pursuant to a provision in the reporting person's PSU agreement that requires automatic sales of shares to cover tax withholding obligations. The sales are intended to comply with Rule 10b5-1(c)(1)(i)(B) under the Securities Exchange Act of 1934, as amended.

F3: The price reflected is the weighted-average sale price for shares sold. The shares were sold in multiple transactions and the range of sale prices for the transactions reported was $1.72 to $1.76 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.