0001209191-20-015661.txt : 20200303 0001209191-20-015661.hdr.sgml : 20200303 20200303185712 ACCESSION NUMBER: 0001209191-20-015661 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200303 FILED AS OF DATE: 20200303 DATE AS OF CHANGE: 20200303 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Woiwode Thomas CENTRAL INDEX KEY: 0001619294 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39231 FILM NUMBER: 20684842 MAIL ADDRESS: STREET 1: ONE SANSOME STREET STREET 2: SUITE 3630 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Passage BIO, Inc. CENTRAL INDEX KEY: 0001787297 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 822729751 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TWO COMMERCE SQUARE STREET 2: 2001 MARKET STREET, 28TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 2678660312 MAIL ADDRESS: STREET 1: TWO COMMERCE SQUARE STREET 2: 2001 MARKET STREET, 28TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-03-03 0 0001787297 Passage BIO, Inc. PASG 0001619294 Woiwode Thomas ONE SANSOME STREET, SUITE 3630 SAN FRANCISCO CA 94104 1 0 1 0 Common Stock 2020-03-03 4 C 0 2977242 A 2977242 I By Versant Venture Capital VI, L.P. Common Stock 2020-03-03 4 C 0 1049175 A 4026417 I By Versant Venture Capital VI, L.P. Common Stock 2020-03-03 4 C 0 708352 A 708352 I By Versant Vantage I, L.P. Common Stock 2020-03-03 4 P 0 225000 18.00 A 933352 I By Versant Vantage I, L.P. Series A-1 Preferred Stock 2020-03-03 4 C 0 2977242 0.00 D Common Stock 2977242 0 I By Versant Venture Capital VI, L.P. Series A-2 Preferred Stock 2020-03-03 4 C 0 1049175 0.00 D Common Stock 1049175 0 I By Versant Venture Capital VI, L.P. Series B Preferred Stock 2020-03-03 4 C 0 708352 0.00 D Common Stock 708352 0 I By Versant Vantage I, L.P. Each share of the issuer's Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock automatically converted into one (1) share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering on March 3, 2020. These securities are held of record by Versant Venture Capital VI, L.P. ("VVC VI"). Versant Ventures VI GP, L.P. ("VV VI GP") is the sole general partner of VVC VI. Versant Ventures VI GP-GP, LLC ("VV VI GP-GP") is the sole general partner of VV VI GP and may be deemed to have voting and investment power over the securities held by VVC VI and as a result may be deemed to have beneficial ownership over such securities. The reporting person is a Managing Director of VV VI GP-GP and may be deemed to indirectly beneficially own the securities through his interest in VV VI GP-GP. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. These securities are held of record by Versant Vantage I, L.P. ("VV I"). Versant Vantage I GP, L.P. ("VV I GP") is the sole general partner of VV I. Versant Vantage I GP-GP, LLC ("VV I GP-GP") is the sole general partner of VV I GP and may be deemed to have voting and investment power over the securities held by VV I and as a result may be deemed to have beneficial ownership over such securities. The reporting person is a Managing Director of VV I GP-GP and may be deemed to indirectly beneficially own the securities through his interest in VV I GP-GP. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. /s/ Richard Morris as attorney-in-fact for Thomas Woiwode 2020-03-03