Versant Venture Capital VI Amends Passage BIO Stake

TL;DR

Versant Venture Capital VI updated its 13D filing for Passage BIO, Inc. on 5/29/24. Watch this space.

AI Summary

Versant Venture Capital VI, L.P. filed an amendment (No. 2) to its Schedule 13D on May 29, 2024, regarding its holdings in Passage BIO, Inc. The filing indicates a change in beneficial ownership, though specific new holdings or changes in percentage are not detailed in this excerpt. Versant Venture Capital VI, L.P. is a significant investor in the biotechnology company.

Why It Matters

This filing signals a potential shift in the ownership structure or strategy of Passage BIO, Inc., which could impact its stock price and future corporate actions.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can precede significant corporate events or shifts in investor sentiment, warranting close monitoring.

Key Players & Entities

• Versant Venture Capital VI, L.P. (company) — Filing entity
• Passage BIO, Inc. (company) — Subject company
• 20240529 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $1.1005 — t a weighted average price per share of $1.1005 for aggregate proceeds of approximately
• $1,027,153.88 — for aggregate proceeds of approximately $1,027,153.88. SIGNATURE After reasonable inquiry

Filing Documents

• d842540dsc13da.htm (SC 13D/A) — 109KB
• 0001193125-24-149241.txt ( ) — 111KB

From the Filing

SC 13D/A 1 d842540dsc13da.htm SC 13D/A SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2)* PASSAGE BIO, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 702712100 (CUSIP Number) Versant Venture Capital VI, L.P. Max Eisenberg One Sansome Street, Suite 1650 San Francisco, CA 94104 415-801-8100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 24, 2024 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. CUSIP No. 702712 100 13D 1. Name of Reporting Persons Versant Venture Capital VI, L.P. 2. Check the Appropriate Box if a Member of a Group (see instructions) (a)(b)(1) 3. SEC USE ONLY 4. Source of Funds (see instructions) WC 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) 6. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 4,026,417 shares of common stock (2) 8. Shared Voting Power 0 9. Sole Dispositive Power 4,026,417 shares of common stock (2) 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 4,026,417 shares of common stock (2) 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) 13. Percent of Class Represented by Amount in Row 11 6.5% (3) 14. Type of Reporting Person (see instructions) PN (1) This Schedule 13D is filed by Versant Venture Capital VI, L.P. (Versant VI), Versant Ventures VI GP, L.P. (GP VI), Versant Ventures VI GP-GP, LLC (LLC VI), Versant Vantage I, L.P. (Vantage LP), Versant Vantage I GP, L.P. (Vantage GP), Versant Vantage I GP-GP, LLC (Vantage LLC and, with Versant VI, GP VI, LLC VI, Vantage LP and Vantage GP, collectively, the Reporting Persons). LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting, investment and dispositive power over the shares held by Versant VI. Vantage LLC is the general partner of Vantage GP, which is the general partner of Vantage LP. Each of Vantage LLC and Vantage GP share voting, investment and dispositive power over the shares held by Vantage LP. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. (2) These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting, investment and dispositive power over the shares held by Versant VI. (3) The percentages used herein are calculated based upon 61,640,596 shares issued and outstanding as of May 9, 2024, as set forth in the Issuers quarterly report on Form 10-Q for the quarter ended March 31, 2024, filed with the United States Securities and Exchange Commission (the SEC) on May 14, 2024 (the Form 10-Q). 2 CUSIP No. 702712 100 13D 1. Name of Reporting Persons Versant Ventures VI GP, L.P. 2. Check the Appropriate Box if a Member of a Group (see instructions) (a)(b)(1) 3. SEC USE ONLY 4. Source of Funds (see instructions) AF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) 6. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 0 8. Shared Voting Power 4,026,417 shares of common stock (2) 9. Sole Dispositive Power 0 10. Shared Dispositive Power 4,026,417 shares of common stock (2) 11. Aggregate Amount Beneficially Owned by Each Reporting Person 4,026,417 shares of common stock (2) 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) 13. Percent of Class Represented by Amount in Row 11 6.5% (3) 14. Type of Reporting Person (see instructions) PN (1) This Schedule 13D is filed by th

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