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Passage Bio (PASG) pays $4.8M to end long-term Hopewell lab lease

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(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Passage Bio, Inc. entered into a lease termination agreement with Hopewell Campus Owner LLC on March 4, 2026, ending its lease for about 62,000 square feet of laboratory space in Hopewell. The lease, originally signed in December 2020, carried a 15‑year term starting in March 2021.

Under the termination agreement, Passage Bio will pay the landlord a termination fee of approximately $4.8 million plus accrued rent through February 14, 2026. The company had already ceased all operations at the Hopewell facilities following a restructuring in January 2025.

After this agreement, Passage Bio states it expects its cash and cash equivalents to fund operations through the first quarter of 2027, while cautioning that this estimate is based on assumptions that may change and could result in capital being used faster than anticipated.

Positive

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Insights

Lease exit adds near‑term cost but clarifies cash runway.

Passage Bio is exiting a long‑term laboratory lease by paying a $4.8 million termination fee plus accrued rent. The lease covered roughly 62,000 square feet and originally ran 15 years from March 2021, so the termination removes a sizable long-duration commitment.

The company had already stopped using the space after a restructuring in January 2025, so this step aligns contractual obligations with its reduced footprint. Management now states that cash and cash equivalents are expected to fund operations through the first quarter of 2027, while noting this depends on assumptions that may change.

For investors, the key elements are the one-time cash outlay and the updated funding horizon. Subsequent financial reports may show how this termination fee and the elimination of future lease costs affect operating expenses and overall liquidity over time.

Item 1.02 Termination of a Material Definitive Agreement Business
A significant contract was terminated, which may affect business operations or revenue.
Understanding 8-K Material Events →
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934 

 

Date of Report (Date of earliest event reported): March 4, 2026

 

 

 

PASSAGE BIO, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-39231 82-2729751
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)

 

One Commerce Square
2005 Market Street, 39th Floor
Philadelphia, PA		 19103
(Address of principal executive offices) (Zip Code)

 

(267) 866-0311

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading symbol(s) Name of each exchange on which registered
Common Stock, $0.0001 Par Value Per Share PASG The Nasdaq Stock Market LLC
(Nasdaq Capital Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 1.02 Termination of a Material Definitive Agreement.

 

On March 4, 2026, Passage Bio, Inc. (the “Company”) and Hopewell Campus Owner LLC (the “Landlord”) entered into a lease termination agreement (the “Termination Agreement”) with respect to that certain lease agreement dated December 15, 2020 between the Company and Landlord (the “Hopewell Lease”). Pursuant to the Termination Agreement, the Company agreed to pay the Landlord a termination fee of approximately $4.8 million as well as accrued rent through February 14, 2026.

 

Pursuant to the Hopewell Lease, the Company had leased approximately 62,000 square feet of laboratory space. This lease had a 15-year term from the lease commencement date of March 2021. Following the Company’s restructuring in January 2025, the Company ceased all operations at the facilities subject to the Hopewell Lease. Following the execution of the Termination Agreement, the Company maintains the expectation that cash and cash equivalents will fund operations through the first quarter of 2027. We have based this estimate on assumptions that may prove to be wrong, and our operating plan may change as a result of factors currently unknown to us. As a result, we could deplete our capital resources sooner than we currently expect.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  PASSAGE BIO, INC.
     
Date: March 10, 2026 By: /s/ Kathleen Borthwick
    Kathleen Borthwick
    Chief Financial Officer

 

3

 

Source: View Original Filing on SEC EDGAR

FAQ

What lease did Passage Bio (PASG) terminate in March 2026?

Passage Bio terminated its Hopewell Lease with Hopewell Campus Owner LLC. The agreement covered approximately 62,000 square feet of laboratory space under a 15-year term that began in March 2021, but the company had already ceased operations there after its January 2025 restructuring.

How much is Passage Bio paying to terminate the Hopewell lease?

Passage Bio agreed to pay a termination fee of about $4.8 million. In addition, it will pay accrued rent through February 14, 2026. This represents a one-time cash cost to exit a long-term laboratory space lease that the company was no longer using.

Why did Passage Bio decide to terminate the Hopewell laboratory lease?

Passage Bio had already ceased all operations at the Hopewell facilities following a restructuring in January 2025. Terminating the lease aligns its contractual obligations with its scaled-back operations by formally exiting a 62,000 square foot lab space it no longer occupied.

How does the lease termination affect Passage Bio’s cash runway?

After the termination agreement, Passage Bio states that cash and cash equivalents are expected to fund operations through the first quarter of 2027. The company notes this estimate relies on assumptions that may change, which could cause capital to be used more quickly than currently anticipated.

What were the original terms of Passage Bio’s Hopewell lease?

The Hopewell Lease was signed on December 15, 2020 and covered roughly 62,000 square feet of laboratory space. It carried a 15-year term beginning in March 2021, representing a long-duration facilities commitment before Passage Bio’s later restructuring and operational changes.

Who signed the report for Passage Bio regarding the lease termination?

The report describing the lease termination was signed on behalf of Passage Bio by Kathleen Borthwick. She is identified as the company’s Chief Financial Officer, indicating senior financial management oversight of the disclosed lease termination and related cash flow implications.

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