Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Gaiero David G

(Last) (First) (Middle)


(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
3. Issuer Name and Ticker or Trading Symbol
Wave Life Sciences Ltd. [ WVE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Interim CFO
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)
Ordinary Shares 7,043(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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Share Option (Right to Buy) (2) 10/03/2027 Ordinary Shares 19,000 22.1 D
Explanation of Responses:
1. Consists of 541 ordinary shares; 2,502 restricted share units (RSUs) that vest in four equal annual installments beginning on February 1, 2019 through February 1, 2022; and 4,000 RSUs that vest in four equal annual installments of 25% beginning on February 1, 2020 through February 1, 2023.
2. The option vests as to 25% of the shares on July 10, 2018 and vests as to an additional 2.0833% of the shares monthly thereafter until July 10, 2021.
Exhibit 24.1 - Power of Attorney
/s/ David Gaiero 01/17/2020
** 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.
                               POWER OF ATTORNEY

     Know all by these  presents, that the undersigned  hereby constitutes and
appoints Linda Rockett and Lindsay Levine of Wave Life Sciences  Ltd. and Anne
T. Leland, Brenda L. Meyette, Jacquelyn A. Cannata, John T. Rudy, John P. Condon
and Hana M. Sahdev of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.,
signing singly, with full power of substitution, the undersigned's  true and
lawful attorney-in-fact to:

     (1)   execute  for and on behalf of the undersigned,  forms and
           authentication  documents  for EDGAR Filing Access;

     (2)   do  and  perform  any and all acts for  and on  behalf of  the
           undersigned  which  may be necessary  or  desirable  to  complete
           and  execute  any  such  forms  and  authentication documents;

     (3)   execute for and on behalf of the undersigned, in the undersigned's
           capacity as an officer, director  and/or 10% shareholder of the
           Company, Forms 3, 4 and 5 in accordance  with Section 16(a) of the
           Securities Exchange Act of 1934 and the rules thereunder;

     (4)   do and  perform  any  and all acts for and  on behalf of  the
           undersigned  which  may be necessary or desirable to complete and
           execute any such Form 3, 4 or 5 and timely file such form with the
           United States Securities and Exchange Commission and any stock
           exchange or similar authority; and

     (5)   take any other action of any type whatsoever in com1ection with the
           foregoing  which, in the opinion of such attorney-in-fact, may be of
           benefit to, in the best interest of, or legally required by, the
           undersigned, it being understood that the documents executed by such
           attorney-in-fact, on behalf of the undersigned pursuant to this Power
           of Attorney, shall be in such form and shall contain such terms and
           conditions as such attorney-in-fact  may approve in such attorney-in-
           fact's discretion.

     The undersigned  hereby grants to each such attorney-in-fact  full power
and authority  to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and  powers herein granted, as fully to all  intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's  substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges  that the
foregoing attorneys-in-fact,  in serving in such capacity at the request of  the
undersigned,   is  not  assU111ing,   nor   is  the  Company   assuming,   any
of   the  undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.

     This Power of Attorney  shall remain in full force and effect until the
undersigned  is no longer required  to file  Forms  3,  4  and  5  with  respect
to  the  undersigned's  holdings  of  and  transactions  in securities issued by
the Company, unless earlier revoked by the undersigned  in a signed writing
delivered to the foregoing attorneys-in-fact.

     IN WITNESS WHEREOF,  the undersigned has caused this Power of Attorney to
be executed this 9 day of January, 2020.

                                   /s/ David G. Gaiero
                                   David G. Gaiero