SEC FORM 4SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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checkbox uncheckedCheck this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
checkbox uncheckedCheck this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTONMA02116

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
Wave Life Sciences, Inc. [ WVE ]
Foreign Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
checkbox checkedDirectorcheckbox checked10% Owner
Officer (give title below)Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/05/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
checkbox checkedForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock10/05/2026A10,700(1)A$039,515ISee footnotes(2)(3)
Common Stock26,975,505ISee footnotes(3)(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$3.7510/05/2026A64,000 (5)10/05/2036Ordinary Shares64,000$064,000ISee Footnotes(2)(3)
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTONMA02116

(City)(State)(Zip)
1. Name and Address of Reporting Person*
RA Capital Healthcare Fund LP

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTONMA02116

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Kolchinsky Peter

(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTONMA02116

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Shah Rajeev M.

(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTONMA02116

(City)(State)(Zip)
Explanation of Responses:
1. Dr. Kolchinsky was granted this restricted stock unit award (RSU) pursuant to the 2026 Non-Employee Director Compensation Policy. The RSU vests as to 100% of the shares on the earlier of the Issuer's 2027 annual meeting of stockholders or October 5, 2027.
2. Dr. Kolchinsky is a Managing Partner of the Adviser who serves on the Issuer's board of directors. Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky holds the RSUs and options for the benefit of the Fund. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or shares received upon settlement of the RSUs, or exercise of the options, as applicable, which will offset advisory fees owed by the Fund to the Adviser.
3. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. Each of the Adviser, the Adviser GP, the Fund, Dr. Kolchinsky and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein.
4. Held directly by the Fund.
5. Dr. Kolchinsky was granted this option pursuant to the 2026 Non-Employee Director Compensation Policy. The option vests as to 100% of the shares on the earlier of the Issuer's 2027 annual meeting of stockholders or October 5, 2027.
Remarks:
Dr. Peter Kolchinsky, a Managing Partner of the Adviser, serves on the Issuer's board of directors.
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.10/07/2026
/s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P.10/07/2026
/s/ Peter Kolchinsky, individually10/07/2026
/s/ Rajeev Shah, individually10/07/2026
** Signature of Reporting PersonDate
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