SEC FORM 4 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).
1. Name and Address of Reporting Person*
Mason Michael

(Last) (First) (Middle)
300 THIRD STREET

(Street)
CAMBRIDGE MA 02142

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ALNYLAM PHARMACEUTICALS, INC. [ ALNY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Finance and Treasurer
3. Date of Earliest Transaction (Month/Day/Year)
01/04/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
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)
Code V Amount (A) or (D) Price
Common Stock 01/04/2018 M(1) 1,388 A $42.22 6,352 D
Common Stock 01/04/2018 M(1) 1,667 A $63 8,019 D
Common Stock 01/04/2018 M(1) 3,600 A $88.95 11,619 D
Common Stock 01/04/2018 M(1) 2,750 A $96.45 14,369 D
Common Stock 01/04/2018 M(1) 2,750 A $96.45 17,119 D
Common Stock 01/04/2018 M(1) 10,000 A $97.72 27,119 D
Common Stock 01/04/2018 M(1) 6,187 A $96.45 33,306 D
Common Stock 01/04/2018 M(1) 3,439 A $63 36,745 D
Common Stock 01/04/2018 S(1) 5,249 D $130.42(2) 31,496 D
Common Stock 01/04/2018 S(1) 16,500 D $131.2(3) 14,996 D
Common Stock 01/04/2018 S(1) 12,405 D $132.18(4) 2,591 D
Common Stock 01/04/2018 S(1) 1,591 D $132.98(5) 1,000 D
Common Stock 01/04/2018 S(1) 400 D $133.83(6) 600 D
Common Stock 01/04/2018 S(1) 600 D $135(7) 0 D
Common Stock 226 I by Managed Account(8)
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
Performance Stock Option 2013 (right to buy) $63 01/04/2018 M(1) 1,667 09/20/2017 12/17/2023 Common Stock 1,667 $0.0 0 D
Performance Stock Option 2014 (right to buy) $96.45 01/04/2018 M(1) 2,750 02/01/2016 12/17/2024 Common Stock 2,750 $0.0 2,750 D
Performance Stock Option 2014 (right to buy) $96.45 01/04/2018 M(1) 2,750 07/07/2017 12/17/2024 Common Stock 2,750 $0.0 0 D
Stock Option (right to buy) $42.22 01/04/2018 M(1) 1,388 (9) 12/20/2026 Common Stock 1,388 $0.0 4,162 D
Stock Option (right to buy) $63 01/04/2018 M(1) 3,439 (9) 12/18/2023 Common Stock 3,439 $0.0 0 D
Stock Option (right to buy) $88.95 01/04/2018 M(1) 3,600 (9) 12/18/2025 Common Stock 3,600 $0.0 3,600 D
Stock Option (right to buy) $96.45 01/04/2018 M(1) 6,187 (9) 12/17/2024 Common Stock 6,187 $0.0 2,063 D
Stock Option (right to buy) $97.72 01/04/2018 M(1) 10,000 12/07/2015 12/07/2025 Common Stock 10,000 $0.0 0 D
Explanation of Responses:
1. All sales reported on this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 2, 2017.
2. Sale prices ranged from $129.74 to $130.72.
3. Sale prices ranged from $130.74 to $131.73.
4. Sale prices ranged from $131.75 to $132.71.
5. Sale prices ranged from $132.75 to $133.71.
6. Sale prices ranged from $133.78 to $134.11.
7. Sale prices ranged from $134.94 to $135.10
8. The reporting person owns 226 shares of ALNY common stock under the ALNY 401(k) plan as a result of the ALNY 401(k) matching contribution program.
9. The stock option vests as to 25% of the shares on the 1st anniversary of the date of the stock option grant and as to an additional 6.25% of the shares each successive three month period thereafter.
/s/ Michael P. Mason 01/08/2018
** 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).
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