Director-linked funds boost Wave (WVE) ordinary share stake

Rhea-AI Filing Summary

Wave Life Sciences Ltd. reported that entities associated with director Ken Takanashi converted 3,901,348 Series A preferred shares into the same number of ordinary shares on a one-for-one basis. This was a non-cash derivative conversion, not an open-market purchase or sale.

After the conversion, those entities collectively held 9,606,408 ordinary shares indirectly, while Takanashi also held 23,943 ordinary shares directly. Footnotes state the shares are held by SNBL USA, Ltd. and Shin Nippon Biomedical Laboratories, Ltd., and Takanashi disclaims beneficial ownership except to the extent of his pecuniary interest.

SEC Form 4

FORM 4

UNITED 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check 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^*

TAKANASHI KEN

(Last) (First) (Middle)

C/O SHIN NIPPON BIOMEDICAL LABORATORIES,

2438 MIYANOURA-MACHI, KAGOSHIMA CITY

(Street)

KAGOSHIMA JAPAN 891-1394

(City) (State) (Zip)

JAPAN

(Country)

2. Issuer Name and Ticker or Trading Symbol
Wave Life Sciences Ltd. [ WVE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	03/23/2026(1)		C(1)		3,901,348(2)	A	$0.00	9,606,408(3)	I	See Footnote(4)
Ordinary Shares								23,943	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Preferred Shares	(1)	03/23/2026(1)		C(1)			3,901,348(2)	(1)	(1)	Ordinary Shares	3,901,348	$0.00	0	I	See Footnote(4)

Explanation of Responses:

1. The sole holder of Wave's Series A preferred shares, SNBL USA, Ltd. ("SNBL USA") and Shin Nippon Biomedical Laboratories, Ltd. ("SNBL"), elected to convert its Series A preferred shares into ordinary shares on a one-for-one basis on March 23, 2026. Due to processing issues among the Issuer's vendors, complicated by the time difference with Singapore, the date of the conversion was not confirmed to be effective until well after March 23, 2026.

2. Includes (i) 2,100,000 shares held by SNBL USA and (ii) 1,801,348 shares held by SNBL.

3. Includes an aggregate of (i) 6,107,593 shares held by SNBL USA and (ii) 3,498,815 shares held by SNBL.

4. Ken Takanashi, a director of the Issuer, is a director of SNBL USA and SNBL and Mr. Takanashi may be deemed to beneficially own the reported securities held by SNBL USA and SNBL. Pursuant to Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), Mr. Takanashi disclaims beneficial ownership of the reported securities held by SNBL USA and SNBL, except to the extent of his pecuniary interest therein. The filing of this Form 4 shall not be construed as an admission that Mr. Takanashi is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the reported securities held by SNBL USA or SNBL.

	/s/ Ken Takanashi	03/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did Wave Life Sciences (WVE) report in this Form 4?

Wave Life Sciences reported a conversion of Series A preferred shares into ordinary shares. Entities linked to director Ken Takanashi converted 3,901,348 preferred shares into 3,901,348 ordinary shares, a non-cash derivative conversion rather than an open-market trade.

How many Wave Life Sciences shares were converted and into what class?

A total of 3,901,348 Series A preferred shares were converted into 3,901,348 ordinary shares. The conversion occurred on a one-for-one basis, shifting the position from preferred stock into common equity without an associated purchase or sale price.

Who actually holds the converted Wave Life Sciences (WVE) shares?

The converted shares are held by SNBL USA, Ltd. and Shin Nippon Biomedical Laboratories, Ltd. Footnotes explain these entities are associated with director Ken Takanashi, who may be deemed to beneficially own them but formally disclaims beneficial ownership except for his pecuniary interest.

Did Ken Takanashi buy or sell Wave Life Sciences shares on the open market?

No open-market buying or selling was reported. The filing shows a derivative conversion of preferred into ordinary shares at a stated price of zero, meaning the change reflects a capital structure adjustment rather than a market trade in Wave Life Sciences stock.

What are Ken Takanashi’s reported holdings in Wave Life Sciences after the conversion?

Following the conversion, entities linked to Ken Takanashi held 9,606,408 ordinary shares indirectly. Separately, the Form 4 reports that Takanashi directly held 23,943 ordinary shares, providing both his indirect and direct equity exposure in Wave Life Sciences.

Were there any remaining derivative positions after this Wave Life Sciences conversion?

The Form 4 data show the Series A preferred position going to zero after conversion, with 3,901,348 underlying ordinary shares issued. No additional derivative positions are listed in the derivative holdings summary for this reporting person in this filing.