STOCK TITAN

Passage BIO (PASG) director receives 10,539 stock options at $5.08

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Passage BIO, Inc. director Maxine Gowen received a grant of stock options on May 19, 2026. The award covers 10,539 options, each giving the right to buy one share of common stock at an exercise price of $5.08 per share.

The options vest in full on the earlier of the one-year anniversary of the grant date or the company’s 2027 annual stockholder meeting, as long as she continues serving the company through that date. After this grant, she holds options on 10,539 shares directly, which expire on May 19, 2036.

Positive

  • None.

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Insider GOWEN MAXINE
Role null
Type Security Shares Price Value
Grant/Award Director Stock Option (right to buy) 10,539 $0.00 --
Holdings After Transaction: Director Stock Option (right to buy) — 10,539 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Options granted 10,539 options Director stock option grant on May 19, 2026
Exercise price $5.08 per share Conversion or exercise price of director options
Expiration date May 19, 2036 Option term for director stock option grant
Total options after grant 10,539 options Total derivative securities following reported transaction
Grant date May 19, 2026 Transaction date for stock option award
Director Stock Option (right to buy) financial
"security_title: "Director Stock Option (right to buy)""
grant/award acquisition financial
"transaction_action: "grant/award acquisition""
exercise price financial
"conversion_or_exercise_price: "5.0800""
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
expiration date financial
"expiration_date: "2036-05-19T00:00:00.000Z""
The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
GOWEN MAXINE

(Last)(First)(Middle)
ONE COMMERCE SQUARE
2005 MARKET STREET, 39TH FLOOR

(Street)
PHILADELPHIA PENNSYLVANIA 19103

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Passage BIO, Inc. [ PASG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Director Stock Option (right to buy)$5.0805/19/2026A10,539 (1)05/19/2036Common Stock10,539$010,539D
Explanation of Responses:
1. The stock option vests in full on the earlier of: (i) the one year anniversary of the grant date or (ii) the date of the issuer's 2027 Annual Meeting of its stockholders, subject to the reporting person's continuous service to the issuer on such date.
/s/ Kathleen Borthwick, Attorney-in-Fact05/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Passage BIO (PASG) director Maxine Gowen report on this Form 4?

She reported receiving a grant of stock options for 10,539 shares of Passage BIO common stock. These are compensation-related options, not open-market purchases or sales, and give her the right to buy shares at a fixed exercise price.

How many Passage BIO (PASG) options did the director receive and at what price?

The director received 10,539 stock options with an exercise price of $5.08 per share. Each option can be used to purchase one share of common stock at that price if the award has vested and is exercised before expiration.

When do Maxine Gowen’s Passage BIO (PASG) stock options vest?

The options vest in full on the earlier of one year after the May 19, 2026 grant date or Passage BIO’s 2027 annual meeting. Vesting requires her to remain in continuous service with the company until the applicable vesting date.

When do the newly granted Passage BIO (PASG) stock options expire?

The options expire on May 19, 2036. After that expiration date, any unexercised options will lapse and can no longer be used to purchase Passage BIO common stock, regardless of whether they previously vested.

Is this Passage BIO (PASG) Form 4 a stock purchase or sale?

It is neither a market purchase nor a sale. The filing shows a compensation-related grant of stock options, classified as a “grant, award, or other acquisition,” rather than an open-market transaction in Passage BIO shares.

How many Passage BIO (PASG) options does the director hold after this grant?

Following the transaction, the director holds 10,539 stock options directly. This total reflects the newly granted options reported in the Form 4 and represents her position in this specific option award as of the filing.