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Filing Details

Accession Number:: 0000947871-22-000507
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2022-05-05 17:11:59
Reporting Period:: 2022-01-20

Accepted Time:: 2022-05-05 17:11:59
Original Submission Date:: 2022-01-24
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1787297	Passage Bio Inc.	PASG	()	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1055951	Orbimed Advisors Llc	601 Lexington Avenue, 54Th Floor New York NY 10022-4629		No	No	Yes	No
1760648	Orbimed Capital Gp Vii Llc	601 Lexington Avenue, 54Th Floor New York NY 10022		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2022-01-20	50,800	$5.00	6,316,423	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnotes

Footnotes

On January 24, 2022, the Reporting Person filed a Form 4 which inadvertently reported the incorrect number and purchase price of shares of the Issuer's common stock ("Shares") purchased by the reporting person on January 20, 2022. This amendment provides the correct number and purchase price of the Shares purchased and correctly reflects the number of Shares owned by the Reporting Person following such purchase.
These Shares were purchased in a block order at a price of $5.00.
The Shares are held of record by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII and OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisors Act of 1940, as amended, is the managing member of GP VII. By virtue of such relationship, OrbiMed Advisors and GP VII may be deemed to have voting power and investment power over the securities held by OPI VII and, as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the Shares held by OPI VII.
Each of GP VII and OrbiMed Advisors disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report on Form 4 shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.