Passage BIO, Inc. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. Unregistered Sales of Equity Securities None. Use of Proceeds In the first quarter of 2020, we completed our IPO and sold 13,798,900 shares of common stock at an IPO price of $18.00 per share. The offer and sale of all of the shares in the IPO were registered under the Securities Act pursuant to registration statements on Form S-1 (File No. 333-236214), which was declared effective by the SEC on February 27, 2020, as supplemented by a registration statement on Form S-1 filed pursuant to Rule 462(b) (File No. 333-236733). We received net proceeds from the IPO of approximately $227.5 million, after deducting underwriting discounts and commissions of approximately $17.4 million and offering expenses of approximately $3.5 million. J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and Cowen and Company acted as joint book-running managers of the offering and as representatives of the underwriters. None of the expenses associated with the IPO were paid to directors, officers, persons owning 10% or more of any class of equity securities, or to their associates, or to our affiliates. There has been no material change in the planned use of proceeds from our IPO as described in the prospectus filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act on February 28, 2020. Item 3. Defaults Upon Senior Securities. None. Item 4. Mine Safety Disclosures. Not applicable.