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Filing Details

Accession Number:: 0001415889-24-024047
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-09-27 16:28:00
Reporting Period:: 2024-09-27

Accepted Time:: 2024-09-27 16:28:00
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1709941	Bioage Labs Inc.	BIOA	Pharmaceutical Preparations (2834)	474721157

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1840663	Satyanand Vijay Pande	C/O Bioage Labs, Inc. 1445A South 50Th Street Richmond CA 94804		No	No	No	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	2024-09-27	855,972	$0.00	855,972	No	4	C	Indirect	AH Bio Fund I, L.P.
Common Stock	Acquisiton	2024-09-27	413,100	$0.00	1,269,072	No	4	C	Indirect	AH Bio Fund I, L.P.
Common Stock	Acquisiton	2024-09-27	189,609	$0.00	189,609	No	4	C	Indirect	AH Bio Fund III, L.P.
Common Stock	Acquisiton	2024-09-27	655,294	$0.00	655,294	No	4	C	Indirect	AH Bio Fund IV, L.P.
Common Stock	Acquisiton	2024-09-27	900,000	$18.00	900,000	No	4	P	Indirect	Andreessen Horowitz LSV Fund III, L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	AH Bio Fund I, L.P.
No	4	C	Indirect	AH Bio Fund I, L.P.
No	4	C	Indirect	AH Bio Fund III, L.P.
No	4	C	Indirect	AH Bio Fund IV, L.P.
No	4	P	Indirect	Andreessen Horowitz LSV Fund III, L.P.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A-1 Preferred Stock	Disposition	2024-09-27	3,819,863	$0.00	855,972	$0.00
Common Stock	Series B Preferred Stock	Disposition	2024-09-27	1,843,502	$0.00	413,100	$0.00
Common Stock	Series C Preferred Stock	Disposition	2024-09-27	846,152	$0.00	189,609	$0.00
Common Stock	Series D Preferred Stock	Disposition	2024-09-27	2,924,318	$0.00	655,294	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

Pursuant to the Issuer's Restated Certificate of Incorporation, upon closing of the Issuer's initial public offering of its Common Stock, each share of Series A-1 Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
The securities reported in this row are held by AH Bio Fund I, L.P. for itself and as nominee for AH Bio Fund I-B, L.P. (collectively, the "AH Bio Fund I Entities"). AH Equity Partners Bio I, L.L.C. ("AH EP Bio I") is the general partner of the AH Bio Fund I Entities and may be deemed to exercise voting and investment discretion with respect to securities directly held by them.
The managing members of each of: (i) AH EP Bio I; (ii) AH EP Bio III; (iii) AH EP Bio IV; (iv) AH EP LSV III; and (v) AH EP 2022 Annual (collectively, the "AH GP Entities") are Marc Andreessen and Ben Horowitz, and each of them may be deemed to share voting and investment discretion with respect to securities directly held by the AH Fund Entities.
The reporting person serves as one of the members of the AH GP Entities, but he disclaims the existence of a "group" (as that term is used in Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), and disclaims beneficial ownership of the securities directly held by the AH Fund Entities, and this report shall not be deemed an admission that he is the beneficial owner of the securities reported herein for purposes of Section 16 of the Exchange Act, or for any other purpose, except to the extent of his pecuniary interest therein.
Pursuant to the Issuer's Restated Certificate of Incorporation, upon closing of the Issuer's initial public offering of its Common Stock, each share of Series B Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
Pursuant to the Issuer's Restated Certificate of Incorporation, upon closing of the Issuer's initial public offering of its Common Stock, each share of Series C Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
The securities reported in this row are held by AH Bio Fund III, L.P., for itself and as nominee for AH Bio Fund III-B, L.P. and AH Bio Fund III-Q, L.P. (collectively, the "AH Bio Fund III Entities"). AH Equity Partners Bio III, L.L.C. ("AH EP Bio III") is the general partner of the AH Bio Fund III Entities and may be deemed to exercise voting and investment discretion with respect to securities directly held by them.
Pursuant to the Issuer's Restated Certificate of Incorporation, upon closing of the Issuer's initial public offering of its Common Stock, each share of Series D Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
The securities reported in this row are held by AH Bio Fund IV, L.P., for itself and as nominee for: (i) AH Bio Fund IV-B, L.P.; (ii) AH 2022 Annual Fund, L.P.; (iii) AH 2022 Annual Fund-B, L.P.; (iv) AH 2022 Annual Fund-QC, L.P.; and (v) CLF Partners III, LP (collectively, the "AH Bio Fund IV Entities"). AH Equity Partners Bio IV, L.L.C. ("AH EP Bio IV") is the general partner of the AH Bio Fund IV Entities and may be deemed to exercise voting and investment discretion with respect to securities directly held by them.
The securities reported in this row are held by Andreessen Horowitz LSV Fund III, L.P. ("AH LSV Fund III"), for itself and as nominee for Andreessen Horowitz LSV Fund III-B, L.P. ("AH LSV Fund III-B") and AH 2022 Annual Fund, L.P. ("AH 2022 Annual" and, collectively with AH LSV Fund III and AH LSV Fund III-B, the "AH LSV Fund III Entities"). AH Equity Partners LSV III, L.L.C. ("AH EP LSV III") is the general partner of AH LSV Fund III and AH LSV Fund III-B and may be deemed to exercise voting and investment discretion with respect to securities directly held by them. AH Equity Partners 2022 Annual Fund, L.L.C. ("AH EP 2022 Annual") is the general partner of AH 2022 Annual and may be deemed to exercise voting and investment discretion with respect to securities directly held by it. The AH Bio Fund I Entities, the AH Bio Fund III Entities, the AH Bio Fund IV Entities and the AH LSV Fund III Entities are collectively referred to herein as the "AH Fund Entities."