Mark S. Forman - 16 Aug 2021 Form 4 Insider Report for Passage BIO, Inc. (PASG)

Role: CHIEF MEDICAL OFFICER
Signature: /s/ Edgar Cale, Attorney-in-Fact
Issuer symbol: PASG
Transactions as of: 16 Aug 2021
Net transactions value: -$1,589
Form type: 4
Filing time: 13 Feb 2024, 19:34:59 UTC
Next filing: 08 Apr 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PASG	Common Stock	Options Exercise		+5,000	+11%		50,269	10 Feb 2024	Direct	F1
transaction	PASG	Common Stock	Sale	$1,589	-1,638	-3.3%	$0.9700	48,631	13 Feb 2024	Direct	F2

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	PASG	Employee Stock Option (right to buy)	Award	$0	+130,000		$0.000000	130,000	16 Aug 2021	Common Stock	130,000	$10.84	Direct	F3
transaction	PASG	Employee Stock Option (right to buy)	Award	$0	+25,000		$0.000000	25,000	10 Feb 2022	Common Stock	25,000	$4.52	Direct	F4
transaction	PASG	Restricted Stock Unit	Award	$0	+15,000		$0.000000	15,000	10 Feb 2022	Common Stock	15,000		Direct	F1, F5
transaction	PASG	Restricted Stock Unit	Options Exercise	$0	-5,000	-33%	$0.000000	10,000	10 Feb 2024	Common Stock	5,000		Direct	F1, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
F2	The sale reported on this Form 4 represents an Issuer mandated sale by the Reporting Person to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs; it does not represent a discretionary trade by the Reporting Person. Pursuant to the Issuer's equity incentive plan, an award recipient's tax withholding obligations must be funded by a "sell to cover" transaction.
F3	The stock option vests as to 25% of the total shares on August 16, 2022, and thereafter vests as to 1/48 of the total shares monthly until fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F4	The stock option vests as of 1/48 of the total shares monthly beginning on March 10, 2022 until fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F5	1/3 of the RSUs will vest on February 10, 2024 and 2/3 of the RSUs will vest on February 10, 2025, subject to the Reporting Person's continued service to the Issuer on each vesting date.