JEFFREY M. JONAS - 09 Feb 2026 Form 4 Insider Report for Generation Bio Co. (GBIO)

Role
Director
Signature
/s/ Shawna-Gay White, Attorney-in-Fact
Issuer symbol
GBIO
Transactions as of
09 Feb 2026
Net transactions value
$0
Form type
4
Filing time
09 Feb 2026, 17:35:38 UTC
Previous filing
31 Oct 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
JONAS JEFFREY M Director C/O GENERATION BIO CO., 301 BINNEY ST, SUITE 401, CAMBRIDGE /s/ Shawna-Gay White, Attorney-in-Fact 09 Feb 2026 0001042021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction GBIO Stock Option (right to buy) Disposed to Issuer -3,000 -100% 0 09 Feb 2026 Common Stock 3,000 $3.87 Direct F1, F2
transaction GBIO Stock Option (right to buy) Disposed to Issuer -4,246 -100% 0 09 Feb 2026 Common Stock 4,246 $45.92 Direct F3
transaction GBIO Stock Option (right to buy) Disposed to Issuer -5,200 -100% 0 09 Feb 2026 Common Stock 5,200 $190.00 Direct F3
transaction GBIO Stock Option (right to buy) Disposed to Issuer -1,500 -100% 0 09 Feb 2026 Common Stock 1,500 $265.90 Direct F3
transaction GBIO Stock Option (right to buy) Disposed to Issuer -1,920 -100% 0 09 Feb 2026 Common Stock 1,920 $61.90 Direct F3
transaction GBIO Stock Option (right to buy) Disposed to Issuer -2,500 -100% 0 09 Feb 2026 Common Stock 2,500 $48.30 Direct F3
transaction GBIO Stock Option (right to buy) Disposed to Issuer -6,000 -100% 0 09 Feb 2026 Common Stock 6,000 $33.20 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

JEFFREY M. JONAS is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), by and among Generation Bio. Co. (the "Issuer"), XOMA Royalty Corporation ("Parent") and Parent's wholly-owned subsidiary, XRA 7 Corp. ("Merger Sub"), dated as of December 15, 2025, Merger Sub merged with and into the Issuer, effective as of February 9, 2026 (the "Effective Time"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent.
F2 Pursuant to the terms of the Merger Agreement, effective as of immediately prior to the Effective Time, each option to purchase shares of common stock, par value $0.0001 per share, of the Issuer (the "Common Stock") that was outstanding and unexercised as of immediately prior to the Effective Time and had an exercise price per share that was less than $4.2913 (the "Cash Amount") (each such option, an "In-The-Money Option"), became fully vested and was automatically cancelled and converted into the right to receive an amount in cash, without interest, equal to the product obtained by multiplying (x) the excess of the Cash Amount over the exercise price per share of Common Stock underlying such In-the-Money Option at the Effective Time by (y) the number of shares of Common Stock underlying such In-the-Money Option at the Effective Time.
F3 Pursuant to the terms of the Merger Agreement, effective as of immediately prior to the Effective Time, each option to purchase shares of Common Stock that was outstanding and unexercised as of immediately prior to the Effective Time and had an exercise price per share that was equal to or greater than the Cash Amount was automatically cancelled for no consideration.