Versant Venture Capital VI Amends Passage BIO Stake

TL;DR

Versant Venture Capital VI updated its 13D filing for Passage BIO, Inc. on 8/9/24.

AI Summary

Versant Venture Capital VI, L.P. filed an amendment (No. 3) to its Schedule 13D on August 9, 2024, regarding its holdings in Passage BIO, Inc. The filing indicates a change in beneficial ownership, though specific new dollar amounts or percentages are not detailed in this excerpt. The filing is an update to previous disclosures concerning Versant's investment in the 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 — Amendments to Schedule 13D filings often indicate significant changes in a major shareholder's position, which can introduce volatility.

Key Players & Entities

• Versant Venture Capital VI, L.P. (company) — Filing entity
• Passage BIO, Inc. (company) — Subject company
• Max Eisenberg (person) — Associated with Versant Venture Capital VI, L.P.

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $0.8468 — t a weighted average price per share of $0.8468 for aggregate proceeds of approximately
• $169,694.49 — for aggregate proceeds of approximately $169,694.49. On August 6, 2024, Versant VI sold 5
• $0.8181 — t a weighted average price per share of $0.8181 for aggregate proceeds of approximately
• $47,929.21 — for aggregate proceeds of approximately $47,929.21. On August 7, 2024, Versant VI sold 2
• $0.7509 — t a weighted average price per share of $0.7509 for aggregate proceeds of approximately
• $2,143,819.50 — for aggregate proceeds of approximately $2,143,819.50. On August 8, 2024, Versant VI sold 4
• $0.7887 — t a weighted average price per share of $0.7887 for aggregate proceeds of approximately
• $33,469.27 — for aggregate proceeds of approximately $33,469.27. On August 9, 2024, Versant VI sold 8
• $0.7069 — t a weighted average price per share of $0.7069 for aggregate proceeds of approximately
• $615,003.00 — for aggregate proceeds of approximately $615,003.00. (e) The Reporting Persons ceased to

Filing Documents

• d750856dsc13da.htm (SC 13D/A) — 64KB
• 0001193125-24-198056.txt ( ) — 65KB

From the Filing

SC 13D/A 1 d750856dsc13da.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. 3)* 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) August 7, 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 0 shares of common stock (2) 8. Shared Voting Power 0 9. Sole Dispositive Power 0 shares of common stock (2) 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 0 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 0.0% (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) and Versant Ventures VI GP-GP, LLC (LLC VI and, with Versant VI and GP VI, 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. 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 61,767,286 shares issued and outstanding as of August 5, 2024, as set forth in the Issuers quarterly report on Form 10-Q for the quarter ended June 30, 2024, filed with the United States Securities and Exchange Commission (the SEC) on August 8, 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 0 shares of common stock (2) 9. Sole Dispositive Power 0 10. Shared Dispositive Power 0 shares of common stock (2) 11. Aggregate Amount Beneficially Owned by Each Reporting Person 0 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 0.0% (3) 14. Type of Reporting Person (see instructions) PN (1) This Schedule 13D is filed by the Reporting Persons. 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

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