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Filing Details

Accession Number:: 0001144204-15-066782
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-11-18 17:30:12
Reporting Period:: 2015-08-14

Filing Date:: 2015-11-18
Accepted Time:: 2015-11-18 17:30:12
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1631574	Wave Life Sciences Ltd.	WVE	Pharmaceutical Preparations (2834)	000000000

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1315082	Ra Capital Healthcare Fund Lp	C/O Ra Capital Management, Llc 20 Park Plaza, Suite 1200 Boston MA 02116	Yes	No	Yes	No
1346824	Ra Capital Management, Llc	C/O Ra Capital Management, Llc 20 Park Plaza, Suite 1200 Boston MA 02116	Yes	No	Yes	No
1384859	Peter Kolchinsky	C/O Ra Capital Management, Llc 20 Park Plaza, Suite 1200 Boston MA 02116	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Ordinary Shares	Acquisiton	2015-11-16	1,172,060	$0.00	5,213,651	No	4	C	Indirect	See Footnote
Ordinary Shares	Acquisiton	2015-11-16	1,875,000	$16.00	7,088,651	No	4	P	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnote
No	4	P	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Ordinary Shares	Series B Preferred Shares	Acquisiton	2015-08-14	1,172,060	$12.37	1,172,060	$0.00
Ordinary Shares	Series B Preferred Shares	Disposition	2015-11-16	1,172,060	$0.00	1,172,060	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
1,172,060			No	4	P	Indirect
0			No	4	C	Indirect

Footnotes

The Series B Preferred shares were convertible into Wave Life Sciences Ltd. Ordinary shares on a one-for-one basis at any time, at the election of the holder. The Series B Preferred shares had no expiration date but converted automatically into Ordinary shares upon consummation of the issuer's initial public offering on November 16, 2015.
RA Capital Management, LLC (the "Adviser") is the general partner of RA Capital Healthcare Fund, L.P. (the "Fund") and the investment adviser of Blackwell Partners, LLC (the "Blackwell Account"). Peter Kolchinsky is a director of the issuer and is the sole manager of the Adviser. In their respective capacities, each of Mr. 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.
The Adviser and Mr. 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 Mr. 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. Mr. 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.
These securities include 6,582,428 shares held by the Fund and 506,223 shares held in an account owned by the Blackwell Account.
The terms of the Series B Preferred shares as reported herein have been adjusted to reflect a 4.0415917-for-1 forward split of both the Series B Preferred shares and the Ordinary shares on November 1, 2015.