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Generation Bio Co. Director's Dealing 2026

Feb 9, 2026

34688_dirs_2026-02-09_fc199232-f876-4194-bcdc-da24d10ef39b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Generation Bio Co. (GBIO)
CIK: 0001733294
Period of Report: 2026-02-09

Reporting Person: Conway Kevin John (CHIEF FINANCIAL OFFICER)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2026-02-09 Common Stock U 2072 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2026-02-09 Stock Option (right to buy) $63.587 D 1192 Disposed Common Stock (1192) Direct
2026-02-09 Stock Option (right to buy) $51.576 D 283 Disposed Common Stock (283) Direct
2026-02-09 Stock Option (right to buy) $190.00 D 1061 Disposed Common Stock (1061) Direct
2026-02-09 Stock Option (right to buy) $302.50 D 621 Disposed Common Stock (621) Direct
2026-02-09 Stock Option (right to buy) $316.90 D 1399 Disposed Common Stock (1399) Direct
2026-02-09 Stock Option (right to buy) $64.90 D 2585 Disposed Common Stock (2585) Direct
2026-02-09 Stock Option (right to buy) $81.80 D 2800 Disposed Common Stock (2800) Direct
2026-02-09 Stock Option (right to buy) $18.60 D 5940 Disposed Common Stock (5940) Direct
2026-02-09 Stock Option (right to buy) $42.90 D 200 Disposed Common Stock (200) Direct
2026-02-09 Stock Option (right to buy) $31.60 D 249 Disposed Common Stock (249) Direct
2026-02-09 Stock Option (right to buy) $9.255 D 35525 Disposed Common Stock (35525) Direct
2026-02-09 Stock Option (right to buy) $47.05 D 1877 Disposed Common Stock (1877) Direct
2026-02-09 Stock Option (right to buy) $50.60 D 550 Disposed Common Stock (550) Direct
2026-02-09 Stock Option (right to buy) $13.90 D 1763 Disposed Common Stock (1763) Direct

Footnotes

F1: Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), by and among Generation Bio. Co. (the "Issuer"), XOMA Royalty Corporation ("Parent") and Parent's wholly-owned subsidiary, XRA 7 Corp. ("Merger Sub"), dated as of December 15, 2025, the shares (the "Shares") of common stock, par value $0.0001 per share, of the Issuer (the "Common Stock") that were tendered to Merger Sub prior to the expiration time of the Offer were exchanged for (i) a purchase price of $4.2913 per Share to the stockholders in cash, without interest and less any applicable tax withholding (the "Cash Amount"), plus (ii) one non-tradeable contingent value right per Share (the "CVR"),

F2: (continued from footnote 1) which represents the right to receive certain contingent payments in cash in accordance with the terms and subject to the conditions of a contingent value rights agreement entered into by Parent and the rights agent, with an estimated maximum contingent consideration amount of $25.01 per CVR (the Cash Amount plus one CVR, collectively, the "Offer Price"). After completion of the tender offer, pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer, effective as of February 9, 2026 (the "Effective Time"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent.

F3: Pursuant to the terms of the Merger Agreement, effective as of immediately prior to the Effective Time, each option to purchase shares of Common Stock that was outstanding and unexercised as of immediately prior to the Effective Time and had an exercise price per Share that was equal to or greater than the Cash Amount was automatically cancelled for no consideration.