Wave Life Sciences : Submission of Matters to a Vote of Security Holders (Form 8-K)

Submission of Matters to a Vote of Security Holders.

(a)

On August 10, 2021, Wave Life Sciences Ltd. (the 'Company') held its 2021 Annual General Meeting of Shareholders (the 'Annual Meeting'). Of the 50,770,379 ordinary shares issued and outstanding and eligible to vote as of the meeting date of August 10, 2021, a quorum of 37,018,397 ordinary shares, or 72.91%, of the eligible shares, was present in person or represented by proxy at the Annual Meeting.

(b)

The following actions were taken at the Annual Meeting, all of which are described in the Company's definitive proxy statement that was filed with the Securities and Exchange Commission on June 28, 2021 (the 'Proxy Statement'). The final voting results for each of the proposals voted upon at the Annual Meeting are set forth below.

Proposal 1 (a) - (i)- Shareholders re-electednine of the Company's existing directors to the Board of Directors for a term ending on the Company's 2022 Annual General Meeting of Shareholders and his or her successor is duly elected and qualified, with the final votes cast as follows:

Board of Directors Nominee		For			Against			Abstain			Broker Non-Vote
Paul B. Bolno, M.D., MBA			33,864,224				59,438				8,719				3,086,016
Mark H.N. Corrigan, M.D.			33,839,396				82,609				10,376				3,086,016
Christian Henry			33,805,843				117,883				8,655				3,086,016
Peter Kolchinsky, Ph.D.			30,135,326				3,787,809				9,246				3,086,016
Adrian Rawcliffe			33,843,584				79,946				8,851				3,086,016
Ken Takanashi			32,012,104				1,912,341				7,936				3,086,016
Aik Na Tan			33,849,642				73,099				9,640				3,086,016
Gregory L. Verdine, Ph.D.			33,874,350				49,556				8,475				3,086,016
Heidi L. Wagner, J.D.			33,859,985				65,319				7,077				3,086,016

Proposal 2- Shareholders re-appointedKPMG LLP to serve as the Company's independent registered public accounting firm and independent Singapore auditor for the year ending December 31, 2022, and to authorize the Audit Committee of the Board of Directors to fix KPMG LLP's remuneration for services provided through the date of the Company's 2022 Annual General Meeting of Shareholders, with the final votes cast as follows:

For		Against		Abstain		Broker Non-Vote
37,004,199		9,831		4,367		0

Proposal 3- Shareholders approved the Company's payment of cash and equity-based compensation to the Company's non-employeedirectors for their service on the Board of Directors and its committees (including payment in arrears to the Research and Development Committee for service for the period of January 1, 2021 through the date of the Annual Meeting and payments relating to withholding taxes to be paid to the U.S. Internal Revenue Service on behalf of one of our ex-U.S.Directors), in the manner and on the basis set forth in the Proxy Statement, with the final votes cast as follows:

For		Against		Abstain		Broker Non-Vote
33,850,944		69,846		11,591		3,086,016

Proposal 4- Shareholders approved the Company's 2021 Equity Incentive Plan, in the manner and on the basis set forth in the Proxy Statement, with the final votes cast as follows:

For		Against		Abstain		Broker Non-Vote
29,929,337		3,994,580		8,464		3,086,016

Proposal 5- Shareholders approved a general authorization for the directors of the Company to allot and issue ordinary shares of the Company, in the manner and on the basis set forth in the Proxy Statement, with the final votes cast as follows:

For		Against		Abstain		Broker Non-Vote
33,821,187		107,981		3,213		3,086,016

Proposal 6- Shareholders approved on a non-binding,advisory basis only, the compensation of our named executive officers, in the manner and on the basis set forth described in the proxy statement, with the final votes cast as follows:

For		Against		Abstain		Broker Non-Vote
33,669,973		249,754		12,654		3,086,016