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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*
van der Horst Edward
(Last) (First) (Middle)
C/O SENSEI BIOTHERAPEUTICS, INC.
451 D STREET, SUITE 710
(Street)
BOSTON MA 02210
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/07/2022 		3. Issuer Name and Ticker or Trading Symbol
Sensei Biotherapeutics, Inc. [ SNSE ]
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 21,173(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
Stock Option (Right to Buy) (2) 08/28/2029 Common Stock 3,125 16.32 D
Stock Option (Right to Buy) (3) 08/04/2030 Common Stock 55,208 3.22 D
Stock Option (Right to Buy) (4) 01/26/2031 Common Stock 72,916 19 D
Stock Option (Right to Buy) (5) 10/30/2031 Common Stock 20,000 8.69 D
Stock Option (Right to Buy) (6) 02/14/2032 Common Stock 44,000 4.3 D
Explanation of Responses:
1. Represents: (1) 14,700 restricted stock units (the "RSUs"), with each RSU representing a contingent right to receive one share of the Issuer's common stock, vesting in four equal annual installments on each of February 15, 2023, February 15, 2024, February 15, 2025 and February 15, 2026, subject to the Reporting Person's continuous service with the Issuer through such vesting date; and (2) 6,473 shares purchased by the Reporting Person pursuant to the Issuer's 2021 Employee Stock Purchase Plan.
2. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, September 3, 2021, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date.
3. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, February 15, 2022, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date.
4. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, February 4, 2023, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date.
5. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, October 8, 2023, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date.
6. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, February 15, 2024, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Mark Ballantyne, Attorney-in-Fact 12/16/2022
** 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.
EXHIBIT 24

POWER OF ATTORNEY

(For Executing Form ID and Forms 3, 4 and 5)

	Know all by these presents, that the undersigned hereby constitutes and
appoints each of Mark Ballantyne, Caroline Diemer and Albert Gelin of Cooley
LLP, and John Celebi of Sensei Biotherapeutics Inc. (the "Company"), signing
individually, the undersigned's true and lawful attorneys-in fact and agents to:

	(1)	Prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the Securities and Exchange Commission (the "SEC") a Form ID,
Uniform Application for Access Codes to File on EDGAR, including amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or any rule or regulation thereunder;

	(2)	Prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the SEC Form ID and Forms 3, 4 and 5 (including amendments thereto
and joint filing agreements in connection therewith) in accordance with Section
16(a) of the Exchange Act and the rules thereunder in the undersigned's capacity
as an officer, director or beneficial owner of more than 10% of a registered
class of securities of the Company;

	(3)	Do and perform any and all acts for and on behalf of the undersigned that
may be necessary or desirable to prepare and execute any such Form ID and Forms
3, 4 or 5 (including amendments thereto and joint filing agreements in
connection therewith) and file such forms with the SEC and any stock exchange,
self-regulatory association or any similar authority; and

	(4)	Take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required of the undersigned, it being
understood that the documents executed by the 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 the attorney-in-fact may approve in the
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, and their
substitutes, in serving in such capacity at the request of the undersigned, are
not assuming (nor is the Company assuming) any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act.

	This Power of Attorney shall remain in full force and effect until the earliest
to occur of (a) the undersigned is no longer required to file Form ID or Forms
3, 4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (b) revocation by the undersigned in a signed
writing delivered to the Company and the foregoing attorneys-in fact or (c) as
to any attorney-in-fact individually, until such attorney-in-fact is no longer
employed by the Company or Cooley LLP, as applicable.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.


Date: December 7, 2022
By: /s/Edward van der Horst
Name: Edward van der Horst