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^*

Carter Todd Alfred

(Last)

(First)

(Middle)

C/O VOYAGER THERAPEUTICS, INC.,

64 SIDNEY STREET

(Street)

CAMBRIDGE

02139

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/19/2022

3. Issuer Name and Ticker or Trading Symbol
Voyager Therapeutics, Inc. [ VYGR ]

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

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

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	36,194⁽¹⁾	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 Option (Right to Buy)	⁽²⁾	06/13/2026	Common Stock	22,000	$14.14	D
Stock Option (Right to Buy)	⁽³⁾	02/01/2027	Common Stock	11,000	$12.13	D
Stock Option (Right to Buy)	⁽⁴⁾	02/16/2028	Common Stock	11,286	$19.36	D
Stock Option (Right to Buy)	⁽⁵⁾	11/29/2028	Common Stock	15,000	$11.53	D
Stock Option (Right to Buy)	⁽⁶⁾	01/11/2029	Common Stock	10,000	$9.1	D
Stock Option (Right to Buy)	⁽⁷⁾	02/10/2030	Common Stock	13,500	$12.96	D
Stock Option (Right to Buy)	⁽⁸⁾	02/16/2031	Common Stock	11,140	$7.33	D
Stock Option (Right to Buy)	⁽⁹⁾	01/13/2032	Common Stock	50,000	$2.85	D
Stock Option (Right to Buy)	⁽¹⁰⁾	03/14/2032	Common Stock	30,000	$6.2	D

Explanation of Responses:

1. Includes shares of common stock issuable under restricted stock units ("RSUs") awarded to the Reporting Person pursuant to the Voyager Therapeutics, Inc. 2015 Stock Option and Incentive Plan (the "2015 Plan") that vest periodically. Each RSU represents the right to receive one share of common stock upon vesting.

2. This stock option was issued pursuant to the 2015 Plan and has vested in full.

3. This stock option was issued pursuant to the 2015 Plan and has vested in full.

4. This stock option was issued pursuant to the 2015 Plan and has vested in full.

5. This stock option was issued pursuant to the 2015 Plan. The vesting commencement date of the option is the grant date, November 29, 2018. The option vests over four years, with 1/48th of the shares of common stock underlying the option vesting upon the one-month anniversary of such vesting commencement date and an additional 1/48th of the shares of common stock underlying the option vesting at the end of each successive one-month period thereafter, subject to the Reporting Person's continued service.

6. This stock option was issued pursuant to the 2015 Plan. The vesting commencement date of the option is the grant date, January 11, 2019. The option vests over four years, with 1/48th of the shares of common stock underlying the option vesting upon the one-month anniversary of such vesting commencement date and an additional 1/48th of the shares of common stock underlying the option vesting at the end of each successive one-month period thereafter, subject to the Reporting Person's continued service.

7. This stock option was issued pursuant to the 2015 Plan. The vesting commencement date of the option is the grant date, February 10, 2020. The option vests over four years, with 1/48th of the shares of common stock underlying the option vesting upon the one-month anniversary of such vesting commencement date and an additional 1/48th of the shares of common stock underlying the option vesting at the end of each successive one-month period thereafter, subject to the Reporting Person's continued service.

8. This stock option was issued pursuant to the 2015 Plan. The vesting commencement date of the option is the grant date, February 16, 2021. The option vests over four years, with 1/48th of the shares of common stock underlying the option vesting upon the one-month anniversary of such vesting commencement date and an additional 1/48th of the shares of common stock underlying the option vesting at the end of each successive one-month period thereafter, subject to the Reporting Person's continued service.

9. This stock option was issued pursuant to the 2015 Plan. The vesting commencement date of the option is the grant date, January 13, 2022. The option vests over four years, with 1/48th of the shares of common stock underlying the option vesting upon the one-month anniversary of such vesting commencement date and an additional 1/48th of the shares of common stock underlying the option vesting at the end of each successive one-month period thereafter, subject to the Reporting Person's continued service.

10. This stock option was issued pursuant to the 2015 Plan. The vesting commencement date of the option is the grant date, March 14, 2022. The option vests over four years, with 1/48th of the shares of common stock underlying the option vesting upon the one-month anniversary of such vesting commencement date and an additional 1/48th of the shares of common stock underlying the option vesting at the end of each successive one-month period thereafter, subject to the Reporting Person's continued service.

Remarks:

Exhibit 24.1: Limited Power of Attorney

	/s/ Robert Hesslein, as Attorney-in-Fact for Todd Carter	09/21/2022
	** 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.