SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO) Files An 8-K Results of Operations and Financial Condition

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SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO) Files An 8-K Results of Operations and Financial Condition

Item2.02. Results of Operations and Financial Condition.

On February28, 2017, Sangamo Therapeutics, Inc. (the Company)
issued a press release announcing its financial results for the
quarter and fiscal year ended December31, 2016. A copy of the
press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K.

Item5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

On February27, 2017, the Company announced that the Board of
Directors of the Company has appointed Ms.Kathy Yi as the
Companys Senior Vice President and Chief Financial Officer,
effective as of the day immediately following the date on which
the Company files its Form 10-K for the year ended December31,
2016, which is expected to be February28, 2017 (the Effective
Date). Also, Mr.H. Ward Wolff will retire from his position as
Executive Vice President and Chief Financial Officer of the
Company effective as of the Effective Date.

Kathy Yi, age 45, has over 15 years of experience in corporate
finance, including financial analysis in support of MA, licensing
and other business development activities. Prior to joining the
Company, Ms.Yi served as Head of Finance for Global Inhalation
Technical Research Development at Novartis Pharmaceutical
Corporation since 2014. From 2007 to 2014, Ms.Yi held various
financial management positions of increasing seniority at Life
Technologies Corporation, a NASDAQ-listed life science company
that was acquired by Thermo Fisher Scientific in 2014, including
Finance Leader, Corporate FPA from 2012 to 2014, Director of
Finance, MA/Corporate Development from 2010 to 2012, and Director
of Finance, Global Manufacturing Operations from 2007 to 2010.
From 2001 to 2007, Ms.Yi held increasing roles of
responsibilities in Corporate Finance at Intel Corporation,
including Senior Finance Manager from 2004 to 2007. Ms.Yi began
her career as a process engineer for Bechtel Corporation. Ms.Yi
received a B.S. in Chemical Engineering at the University of
California at Berkeley and an M.B.A. from Columbia University.

In connection with Ms.Yis appointment as the Senior Vice
President and Chief Financial Officer, the Company and Ms.Yi
entered into an Employment Agreement, dated February1, 2017 (the
Yi Employment Agreement). to the terms of the Yi Employment
Agreement, Ms.Yis annual base salary is $350,000, subject to
adjustment by the Board from time to time. She is eligible to
receive an annual performance bonus (Annual Bonus) up to
thirty-five percent (35%)of her base salary based upon the
achievement of specific performance criteria to be determined by
the Compensation Committee of the Board. Additionally, Ms.Yi will
be granted a stock option to purchase 200,000 shares of the
Companys common stock on February28, 2017 at an exercise price
equal to the closing price on such date. Twenty-five percent
(25%)of the shares subject to such option will vest after the
completion of one (1)year of service measured from February27,
2017, and the remainder will vest in thirty-six (36)equal monthly
installments upon the completion of each month of service
thereafter, provided that Ms.Yi remains employed by, or in the
service of, the Company through the applicable vesting date.

Additionally, if the Company terminates Ms.Yis employment without
cause or Ms.Yi terminates her employment for good reason in
either case within twelve (12)months following a change in
control and Ms.Yi executes a general release of all claims in
favor of the Company, Ms.Yi will receive a severance payment
equal to six (6)months of her annual base salary in effect on her
termination date plus her Annual Bonus for the year. If the
Company terminates Ms.Yis employment without cause or Ms.Yi
terminates her employment for good reason in the absence of a
change in control or more than twelve (12)months after a change
of control and Ms.Yi executes a general release of all claims in
favor of the Company, Ms.Yi will receive a severance payment
equal to six (6)months of her annual base salary in effect on her
termination date.

Furthermore, in the event of the termination of Ms.Yis employment
by the Company without cause or by Ms.Yi for good reason, in
either case, within twelve (12)months of a change in control of
the Company, Ms.Yi options will vest on an accelerated basis as
follows: (i)in the event of a change in control within two
(2)years following February27, 2017, Ms.Yi shall vest with
respect to fifty percent (50%)of the unvested shares and (ii)in
the event of change in control more than two (2)years following
February27, 2017, Ms.Yi shall vest with respect to one hundred
percent (50%)of the unvested shares.

The foregoing description of the Yi Employment Agreement is only
a summary and it is qualified in its entirety by the Yi
Employment Agreement, a copy of which will be filed as an exhibit
to the Companys Quarterly Report on Form 10-Q for the period
ending March31, 2017.

On February27, 2017, the Company issued a press release
announcing the appointment of Ms.Yi as described above, a copy of
which is attached as Exhibit 99.1 and incorporated herein by
reference.

Amendment to Employment Agreement with
Wolff

In connection with his resignation, Mr.Wolff entered into an
amendment to his Amended and Restated Employment Agreement (the
Amendment) with the Company, to which Mr.Wolff and the Company
agreed that in connection with Mr.Wolffs retirement the
post-termination exercise periods of Mr.Wolffs outstanding stock
options are extended, such that each such stock option shall
remain exercisable for a period of two (2)years following
Mr.Wolffs termination of employment, or until the end of the term
of the stock option, if earlier, and the Company will reimburse
Mr.Wolff for the twelve (12)months of COBRA expenses.

The foregoing description of the Amendment is only a summary and
is qualified in its entirety by the Amendment, a copy of which
will be filed as an exhibit to the Companys Quarterly Report on
Form 10-Q for the period ending March31, 2017.

Item9.01 Financial Statements and Exhibits.

(c) Exhibits. The following materials are filed as exhibits to
this Current Report on Form 8-K:

Exhibit No.

Description

99.1 Press Release dated February 28, 2017 (earnings release)
99.2 Press Release dated February 27, 2017 (CFO Appointment)


About SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO)

Sangamo Therapeutics, Inc., formerly Sangamo BioSciences, Inc., is focused on translating science into genomic therapies that transform patients’ lives using the Company’s platform technologies in genome editing, gene therapy, gene regulation and cell therapy. The Company has developed technologies available for gene-based therapies. Its product pipeline includes SB-525, SB-FIX, SB-318, SB-913, SB-728-T and SB-728-HSPC. Its zinc finger nuclease (ZFN) in vivo genome editing approach is being evaluated in Phase I/II clinical trials to treat hemophilia B and lysosomal storage disorders mucopolysaccharidosis (MPS) I and MPS II. It is also conducting a Phase I/II clinical trial to evaluate its adeno associated virus (AAV) complementary deoxyribonucleic acid (cDNA) human Factor 8 gene therapy approach, SB-525, to treat hemophilia A. It has investigational new drug application for SB-525. It is also developing ZFN-mediated genome editing-based therapies for blood disorders and cancer.

SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO) Recent Trading Information

SANGAMO THERAPEUTICS, INC. (NASDAQ:SGMO) closed its last trading session up +0.30 at 4.30 with 859,945 shares trading hands.