X0306 4 2020-07-17 0 0001807901 Pandion Therapeutics, Inc. PAND 0001752139 Becker Daniel J. C/O PANDION THERAPEUTICS, INC., 134 COOLIDGE AVENUE WATERTOWN MA 02472 1 0 1 0 Common Stock 2020-07-21 4 C 0 1878551 A 1878551 I See footnote Common Stock 2020-07-21 4 P 0 722222 18.00 A 2600773 I See footnote Common Stock 2020-07-21 4 P 0 1000 18.00 A 1000 D Stock Option (right to buy) 18.00 2020-07-17 4 A 0 13997 0.00 A 2030-07-16 Common Stock 13997 13997 D Series B Preferred Stock 2020-07-21 4 C 0 9579462 0.00 D Common Stock 1878551 0 I See footnote The Series B Preferred Stock converted into Common Stock on a 5.0994-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series B Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date. The shares are held of record by AI Pan LLC. Access Industries Management, LLC ("Access LLC") is AI Pan LLC's manager. Len Blavatnik is the manager of Access LLC, and may be deemed to have sole voting and dispositive power over the shares held by AI Pan LLC. Mr. Becker is a biotechnology principal of Access Industries, Inc., an affiliate of Access LLC, and does not have voting or dispositive power over the shares held by AI Pan LLC. Mr. Becker disclaims beneficial ownership of the shares held by AI Pan LLC. Represents shares purchased through a directed share program in connection with the initial public offering of Pandion Therapeutics, Inc.'s common stock, which closed on July 21, 2020. These shares of common stock were purchased at the public offering price of $18.00 per share. This option award was granted on July 17, 2020. The shares underlying the award vest in equal monthly installments following July 17, 2020 through July 17, 2023, subject to the reporting person's continued service on each applicable vesting date. /s/ Edward Freedman, as attorney-in-fact for Daniel J. Becker 2020-07-21