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* VV Manager II, LLC (Last) (First) (Middle) 40 BROAD STREET, SUITE 201 (Street) BOSTON MA 02109 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/16/2020	3. Issuer Name and Ticker or Trading Symbol Dyne Therapeutics, Inc. [ DYN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Preferred Stock	(1)	(1)	Common Stock	2,087,130	(1)	I	See footnote(2)(3)
Series B Preferred Stock	(1)	(1)	Common Stock	57,916	(1)	I	See footnote(4)

1. Name and Address of Reporting Person* VV Manager II, LLC (Last) (First) (Middle) 40 BROAD STREET, SUITE 201 (Street) BOSTON MA 02109 (City) (State) (Zip)

1. Name and Address of Reporting Person* Vida Ventures II, LLC (Last) (First) (Middle) 40 BROAD STREET, SUITE 201 (Street) BOSTON MA 02109 (City) (State) (Zip)

1. Name and Address of Reporting Person* VIDA VENTURES II-A, LLC (Last) (First) (Middle) 40 BROAD STREET, SUITE 201 (Street) BOSTON MA 02109 (City) (State) (Zip)

Explanation of Responses:

1. The Series B Preferred Stock is convertible into common stock on a 3.3169-for-1 basis into the number of shares of common stock shown in Column 3 without payment of further consideration at the holder's election or upon closing of the initial public offering of the Issuer's common stock. The shares have no expiration date.

2. The shares are held directly by Vida Ventures II, LLC ("Vida II"). VV Manager II, LLC ("VV Manager II") is the manager of Vida II. Arie Belldegrun, Fred Cohen, and Leonard Potter are the members of the management committee of VV Manager II (the "Management Committee") and Stefan Vitorovic, Arjun Goyal, Helen Kim, Rajul Jain, and Joshua Kazam are the members of the investment committee of VV Manager II (the "Investment Committee").

3. (Continued from footnote 2) Each of the Management Committee, the Investment Committee and the respective members thereof may be deemed to share voting and dispositive power over the shares held by Vida II. VV Manager II, the Management Committee, the Investment Committee and each member of each of the Management Committee and Investment Committee disclaims beneficial ownership over the securities held of record by Vida II and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein.

4. The shares are held directly by Vida Ventures II-A, LLC ("Vida II-A"). VV Manager II is the manager of Vida II-A. Each of the Management Committee, the Investment Committee and the respective members thereof may be deemed to share voting and dispositive power over the shares held by Vida II-A. VV Manager II, the Management Committee, the Investment Committee and each member of each of the Management Committee and Investment Committee disclaims beneficial ownership over the securities held of record by Vida II-A and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein.

Remarks:

	/s/ Vida Ventures II, LLC By: VV Manager II, LLC, its Manager, By: /s/ Stefan Vitorovic, its Managing Director	09/16/2020
	/s/ Vida Ventures II-A, LLC By: VV Manager II, LLC, its Manager, By: /s/ Stefan Vitorovic, its Managing Director	09/16/2020
	/s/ VV Manager II, LLC, By: /s/ Stefan Vitorovic, its Managing Director	09/16/2020
	** Signature of Reporting Person	Date
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