Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SHARP PHILLIP A

2. Issuer Name and Ticker or Trading Symbol
ALNYLAM PHARMACEUTICALS, INC. [ALNY]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

675 WEST KENDALL STREET, HENRI A. TERMEER SQUARE

3. Date of Earliest Transaction (Month/Day/Year)
02/29/2024

(Street)

CAMBRIDGE, MA 02142

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/29/2024		M⁽¹⁾		30,000	A	$ 59.25	30,000	D
Common Stock	02/29/2024		S⁽¹⁾		13,005	D	$ 150.6 ⁽²⁾	16,995	D
Common Stock	02/29/2024		S⁽¹⁾		13,557	D	$ 151.43 ⁽³⁾	3,438	D
Common Stock	02/29/2024		S⁽¹⁾		915	D	$ 152.4 ⁽⁴⁾	2,523	D
Common Stock	02/29/2024		S⁽¹⁾		1,906	D	$ 153.62 ⁽⁵⁾	617	D
Common Stock	02/29/2024		S⁽¹⁾		101	D	$ 154.07 ⁽⁶⁾	516	D
Common Stock	02/29/2024		S⁽¹⁾		516	D	$ 156.54 ⁽⁷⁾	0	D
Common Stock								266,899	I	by Trust ⁽⁸⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (right to buy)

$ 59.25

02/29/2024

M⁽¹⁾

30,000

06/05/2015

06/04/2024

Common Stock

30,000

$ 0

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SHARP PHILLIP A 675 WEST KENDALL STREET HENRI A. TERMEER SQUARE CAMBRIDGE, MA 02142	X

Signatures

By: Stephen Hall, Attorney-in-Fact For: Phillip A. Sharp		03/01/2024
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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 sales reported on this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 16, 2023. The 30,000 options exercised and sold by the reporting person were due to expire on June 4, 2024.
(2)	The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $150.00 to $151.00. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(3)	The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $151.01 to $151.99. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(4)	The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $152.02 to $152.91. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(5)	The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $153.04 to $154.03. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(6)	The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $154.06 to $154.99. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(7)	The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $156.15 to $156.98. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(8)	Includes shares held by the Phillip A. Sharp Revocable Trust, of which the reporting person and his spouse are co-trustees. Also includes shares held in trust for the benefit of the reporting persons children, of which the reporting persons children and spouse are the trustees.

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