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Passage BIO, Inc. SEC Filings

PASG NASDAQ

Welcome to our dedicated page for Passage BIO SEC filings (Ticker: PASG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Passage Bio, Inc. SEC filings document a clinical-stage genetic medicines issuer focused on PBFT02 for neurodegenerative diseases. Form 8-K reports cover financial results, Regulation FD presentations, PBFT02 clinical and regulatory updates, lease termination matters, and exit or disposal activity affecting operating costs.

Proxy materials disclose board composition, audit committee changes, executive compensation, and equity-award governance. The filing record also identifies the company's public reporting status, Delaware incorporation, Nasdaq listing venue, and recurring capital-resource disclosures tied to development-stage biotechnology operations.

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A shareholder of PASG has filed a Form 144 notice to potentially sell 4,076 shares of common stock through broker Maxim Group on NASDAQ. The shares to be sold have an aggregate market value of 75,120.00, compared with 3,178,710 shares of the same class reported as outstanding, and the filer lists an approximate sale date of 01/09/2026.

The securities were originally acquired as restricted stock from the issuer on 01/15/2025, with 10,000 shares obtained as compensation and a stated payment date of 01/09/2026. By signing the notice, the selling holder represents that they are not aware of any material adverse, nonpublic information about the issuer’s current or prospective operations.

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Passage Bio (PASG) filed its Q3 2025 10‑Q, reporting lower operating costs and a narrower loss. Net loss was $7.7 million for the quarter and $32.5 million year‑to‑date, reflecting reduced research and development and general and administrative spending after a January workforce reduction. Other income was supported by interest on cash and sublease income.

Cash and cash equivalents were $52.8 million, up from $37.6 million at year‑end as marketable securities matured and were reinvested in money market funds. Total assets were $74.2 million and total liabilities were $43.0 million, leaving stockholders’ equity at $31.1 million. The company recorded $13.8 million of non‑refundable sublicense and transition services payments related to its Gemma agreements as a current liability, with revenue recognition deferred. Management states cash is sufficient for at least the next 12 months. As of November 6, 2025, 3,178,710 common shares were outstanding. The at‑the‑market facility had $15.8 million of remaining capacity at September 30, 2025.

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Passage Bio, Inc. filed a current report to note it issued a press release announcing financial results for the quarter ended September 30, 2025 and updated its corporate presentation.

The press release is furnished under Item 2.02 as Exhibit 99.1, and the presentation is furnished under Item 7.01 as Exhibit 99.2. Both items are furnished, not filed, and are not incorporated by reference except as specifically stated. The report was signed by Chief Financial Officer Kathleen Borthwick.

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Passage Bio, Inc. reported that on September 16, 2025, board member Saqib Islam resigned from its Board of Directors and from the Board’s Audit Committee, effective immediately. The company stated that his decision was not due to any disagreement with Passage Bio on matters related to operations, policies, or practices.

To address the vacancy, the Board appointed Athena Countouriotis, M.D., to serve on the Audit Committee and reduced the overall Board size from eight to seven members as of the resignation date.

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Passage BIO, Inc. (PASG) Form 4: Lynx1 Capital Management LP and Weston Nichols reported insider purchases of Passage BIO common stock on three dates in September 2025. The filings show acquisitions of 325 shares on 09/11/2025 at a weighted average price of $6.9558 (range $6.915–$6.985), 19,783 shares on 09/12/2025 at $6.9908 (range $6.93–$7.00), and 11,900 shares on 09/15/2025 at $6.9895 (range $6.94–$7.00). Following these transactions, the filing reports beneficial ownership of 623,704 shares held indirectly through Lynx1 Master Fund LP, for which Lynx1 Capital Management LP is the investment manager and Weston Nichols is the sole member of the manager's GP. The reporting persons are identified as a director and a 10% owner.

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Passage Bio reported a tighter but funded balance sheet with $57.6 million in cash and cash equivalents and total assets of $79.2 million, down from $102.4 million. The company recorded a net loss of $9.4 million for the quarter and $24.8 million for the six months, driven by research and development and general and administrative costs, partially offset by $0.9 million of other income in the quarter.

The company implemented a workforce reduction of about 55% and ceased laboratory operations in Hopewell, resulting in a $2.6 million impairment of long-lived assets and a subsequent sale of substantially all lab equipment for $1.2 million. Passage Bio received $9.7 million of non-refundable sublicense and transition services payments related to amended Gemma sublicenses (additional contractual payments and milestones disclosed) and has $15.8 million capacity remaining under its ATM facility. Management states cash is sufficient to fund operations for at least the next 12 months.

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Passage Bio, Inc. furnished a press release announcing its financial results for the quarter ended June 30, 2025 and updated its corporate presentation. The press release is attached as Exhibit 99.1 and the presentation as Exhibit 99.2.

The 8-K states these items are furnished, not filed, so they are not subject to Section 18 liability and will not be incorporated by reference into other filings except by specific reference. The text of the filing does not include any numeric financial figures or operational details; the detailed results and presentation slides are contained in the attached exhibits.

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Insider buying: On 22-24 Jul 2025, 10% owner Lynx1 Capital Management LP, through Lynx1 Master Fund LP, bought a total of 128,848 Passage Bio (PASG) common shares in open-market transactions coded “P”. Weighted-average prices were $5.4361 (13,123 sh), $5.7408 (49,302 sh) and $5.7127 (66,423 sh), implying an aggregate cash outlay of roughly $0.72 million.

After the purchases, Lynx1’s indirect holding grew from 462,848 to 591,696 shares, a ~28% increase. The totals already reflect Passage Bio’s 1-for-20 reverse stock split effective 14 Jul 2025. No derivative securities were reported.

Weston Nichols, sole member of the investment manager’s GP, and the manager itself each disclaim beneficial ownership beyond their pecuniary interests.

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FAQ

How many Passage BIO (PASG) SEC filings are available on StockTitan?

StockTitan tracks 48 SEC filings for Passage BIO (PASG), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Passage BIO (PASG)?

The most recent SEC filing for Passage BIO (PASG) was filed on January 9, 2026.