SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Obenshain Andrew

(Last)

(First)

(Middle)

C/O BLUEBIRD BIO, INC.

60 BINNEY STREET

(Street)

CAMBRIDGE

02142

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/11/2021

3. Issuer Name and Ticker or Trading Symbol
bluebird bio, Inc. [ BLUE ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	596⁽¹⁾	D
Common Stock	994⁽²⁾	D
Common Stock	2,625⁽³⁾	D
Common Stock	365⁽⁴⁾	D
Common Stock	10,500⁽⁵⁾	D
Common Stock	7,168⁽⁶⁾	D
Common Stock	1,670⁽⁷⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options (Right to buy)	⁽⁸⁾	12/01/2026	Common Stock	18,000	$68.65	D
Stock Options (Right to buy)	⁽⁹⁾	02/01/2028	Common Stock	9,500	$205.25	D
Stock Options (Right to buy)	⁽¹⁰⁾	02/01/2029	Common Stock	7,950	$134.63	D
Stock Options (Right to buy)	⁽¹¹⁾	03/02/2030	Common Stock	7,000	$73.84	D
Stock Options (Right to buy)	⁽¹²⁾	11/02/2030	Common Stock	21,000	$53.09	D

Explanation of Responses:

1. Restricted stock units for common stock vest over a four-year period at a rate of 25% on January 4, 2019, 25% on January 4, 2020, 25% on January 4, 2021, and 25% on January 4, 2022.

2. Restricted stock units for common stock vest over a four-year period at a rate of 25% on January 4, 2020, 25% on January 4, 2021, 25% on January 4, 2022, and 25% on January 4, 2023.

3. Restricted stock units for common stock vest over a four-year period at a rate of 25% on January 4, 2021, 25% on January 4, 2022, 25% on January 4, 2023, and 25% on January 4, 2024.

4. Restricted stock units for common stock to vest on a monthly basis over a 12-month period with a vesting commencement date on May 1, 2020.

5. Restricted stock units for common stock vest over a four-year period at a rate of 25% on November 2, 2021, 25% on November 2, 2022, 25% on November 2, 2023, and 25% on November 2, 2024.

6. 379 shares were acquired under the bluebird bio, Inc. employee stock purchase plan.

7. Restricted stock units for common stock will fully vest on June 3, 2021.

8. The options are fully vested.

9. This option vests over a four-year period, at a rate of twenty-five percent (25%) on January 4, 2019, and in 36 equal monthly installments.

10. This option vests over a four-year period, at a rate of twenty-five percent (25%) on January 4, 2020, and in 36 equal monthly installments.

11. This option vests over a four-year period, at a rate of twenty-five percent (25%) on January 4, 2021, and in 36 equal monthly installments.

12. This option vests over a four-year period, at a rate of twenty-five percent (25%) on November 2, 2021, and in 36 equal monthly installments.

Remarks:

	/s/ Helen C. Fu, Attorney-in-Fact	01/13/2021
	** 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 5 (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.