Initial Statement of Beneficial Ownership - Form 3

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL 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 * Wyrick Susan D. 2. Date of Event Requiring Statement (Month/Day/Year) 2024-10-04 3. Issuer Name and Ticker or Trading Symbol Sana Biotechnology, Inc. [SANA] (Last) (First) (Middle) C/O SANA BIOTECHNOLOGY, INC. , 188 EAST BLAINE STREET, SUITE 400 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) See Remarks / 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) SEATTLE WA 98102 6. Individual or Join/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security 2. Amount of Securities Beneficially Owned 3. Ownership Form: Direct (D) or Indirect (I) 4. Nature of Indirect Beneficial Ownership

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security	2. Date Exercisable and Expiration Date	3. Title and Amount of Securities Underlying Derivative Security	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)	6. Nature of Indirect Beneficial Ownership
Date Exercisable	Expriation Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Director	10% Owner	Officer	Other
Wyrick Susan D. C/O SANA BIOTECHNOLOGY, INC. 188 EAST BLAINE STREET, SUITE 400 SEATTLE, WA98102			See Remarks

Signatures

/s/ Julie Shah, Attorney-in-Fact for Susan D. Wyrick	2024-10-15
**Signature of Reporting Person	Date

Explanation of Responses:

(*)	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).
(1)	The option vested as to 25% of the shares underlying the option on February 15, 2022 and the remainder vests in 36 equal monthly installments thereafter, provided that the reporting person provides continuous service to Sana Biotechnology, Inc. ("Sana") as an employee, consultant, director or officer of Sana through each such date.
(2)	The option vested as to 25% of the shares underlying the option on March 3, 2023 and the remainder vests in 36 equal monthly installments thereafter, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date.
(3)	The option vested as to 25% of the shares underlying the option on March 2, 2024 and the remainder vests in 36 equal monthly installments thereafter, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date.
(4)	The option vests as to 25% of the shares underlying the option on March 7, 2025 and the remainder vests in 36 equal monthly installments thereafter, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date.
(5)	Each restricted stock unit represents a contingent right to receive one share of Sana common stock.
(6)	The award vested as to 25% of the restricted stock units on March 2, 2024 and the remainder vests in equal installments on each of March 2, 2025, 2026 and 2027, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date.
(7)	The award vests as to 40% of the restricted stock units on January 2, 2025 and 60% of the restricted stock units on January 2, 2026, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date.
(8)	The restricted stock units vest in four equal installments on each of March 7, 2025, 2026, 2027 and 2028, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date.
(9)	The restricted stock units vest in two equal installments on each of June 3, 2025 and December 3, 2025, provided that the reporting person provides continuous service to Sana as an employee, consultant, director or officer of Sana through each such date; provided, that if Sana terminates the reporting person's employment without cause, subject to her execution of a release of claims, then any outstanding restricted stock units that have not vested on or prior to the reporting person's termination date shall vest immediately upon such termination date.

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