SEC Filing | Beam Therapeutics

View:

SEC FORM 4/A 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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

1. Name and Address of Reporting Person^*

FMR LLC

(Last)

(First)

(Middle)

245 SUMMER STREET

(Street)

BOSTON

02210

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Beam Therapeutics Inc. [ BEAM ]

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

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
See Remark 1

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/10/2021

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

X	Form filed by One Reporting Person
	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/06/2021		J		745,393	D	$0	6,226,519	I	F-Prime Capital Partners Healthcare Fund V LP⁽¹⁾
Common Stock	08/06/2021		J		7,454	A	$0	7,454	I	F-Prime Capital Partners Healthcare Advisors Fund V LP⁽¹⁾
Common Stock	08/06/2021		J		7,454	D	$0	0	I	F-Prime Capital Partners Healthcare Advisors Fund V LP⁽¹⁾
Common Stock	08/06/2021		J		724	A	$0	724	I	F-Prime Inc.⁽¹⁾
Common Stock	08/06/2021		J		447,236	A	$0	1,160,583	I	Impresa Fund III Limited Partnership⁽¹⁾
Common Stock	08/09/2021		J		1,160,430	D	$0	153	I	Impresa Fund III Limited Partnership⁽¹⁾
Common Stock	08/09/2021		J		950,485	A	$0	950,485	I	Shares held by persons and entities whose shares are subject to reporting by the undersigned.⁽¹⁾⁽²⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These holdings were acquired or disposed of (as applicable) in the form of a distribution without payment of consideration.

2. This amendment is being filed to include missing holdings from Table 1 by persons and entities whose shares are subject to reporting by the undersigned and report FMR LLC still subject to Section 16.

Remarks:

Remark 1: Abigail P. Johnson is a Director, the Chairman and the Chief Executive Officer of FMR LLC. Members of the Johnson family, including Abigail P. Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. The Johnson family group and all other Series B shareholders have entered into a shareholders' voting agreement under which all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares. Accordingly, through their ownership of voting common shares and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR LLC. The address of Abigail P. Johnson is c/o FMR LLC, 245 Summer Street, Boston, MA 02110. Remark 2: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the undersigned are the beneficial owners of any securities reported herein. Remark 3: The general partner of F-Prime Capital Partners Healthcare Fund V LP is F-Prime Capital Partners Healthcare Advisors Fund V LP (FPCPHA). FPCPHA is solely managed by Impresa Management LLC, the general partner of its general partner and its investment manager. Impresa Fund III Limited Partnership is solely managed by Impresa Management LLC, its general partner and investment manager. Impresa Management LLC is owned, directly or indirectly, by various shareholders and employees of FMR LLC, including certain members of the Johnson family. F-Prime Inc. is a wholly-owned subsidiary of FMR LLC.

	Chris Gouveia, Duly authorized under Powers of Attorney, by and on behalf of FMR LLC and its direct and indirect subsidiaries, and Abigail P. Johnson	08/16/2021
	** 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.

Exhibit 24

POWER OF ATTORNEY


   WHEREAS, each individual, entity, or group of entities, set forth in
Exhibit A hereto (each, a "Grantor") has appointed Kevin M. Meagher with full
power of substitution, for the Grantor and in her or its name, to notify
companies and to sign such notices, filings or amendments thereto, in respect
of interests in shares held, directly or beneficially, by the Grantor, pursuant
to the laws and regulations of countries and other jurisdictions within the U.S.
and other jurisdictions within North America, Central America, South America,
Bermuda, and the Caribbean (collectively, the "Applicable Countries"), as shall
from time to time be applicable to the Grantor.

   NOW, THEREFORE, the undersigned hereby constitutes and appoints each of
Christopher Gouveia and Bryan Comtois as his substitute, to have all the powers
of the undersigned regarding filings required with respect to each Grantor by
the laws and regulations within the Applicable Countries.

   The Power of Attorney granted herein shall remain in full force and effect
only for such time as the undersigned shall continue to be an officer of
Fidelity Management & Research Company LLC, provided that, notwithstanding the
foregoing, this Power of Attorney may be revoked in whole or in part at any
time by the undersigned in writing.

By /s/ Kevin M. Meagher
Kevin M. Meagher
Chief Compliance Officer of Fidelity Management & Research Company LLC



Dated: January 7, 2021

Exhibit A

1. Abigail P. Johnson
2. FMR LLC
3. Fidelity Management & Research Company LLC
4. Strategic Advisers LLC
5. Fidelity Management Trust Company
6. Fidelity Management & Research (Hong Kong) Limited
7. Fidelity Management & Research (Japan) Limited
8. FMR Investment Management (UK) Limited
9. Fidelity Management & Research (Canada) ULC
10. Fidelity Investments Canada ULC
11. Fidelity Personal and Workplace Advisors LLC
12. Crosby Advisors LLC
13. Impresa Management LLC and the collective investment vehicles for which
Impresa Management LLC acts as manager, general partner or general partner of
the general partner
14. The Fidelity Equity and High Income Funds for which Fidelity Management &
Research Company LLC serves as investment adviser
15. The Fidelity Fixed Income and Asset Allocation Funds for which Fidelity
Management & Research Company LLC serves as investment adviser
16. The Funds for which Strategic Advisers LLC serves as investment adviser
17. FIAM Holdings LLC, FIAM LLC and Fidelity Institutional Asset Management
Trust Company
18. FIL Limited and each of its direct and indirect subsidiaries
19. Pandanus Associates, Inc. and Pandanus Partners L.P.