Filing Details
- Accession Number:
- 0000929638-24-003363
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-10-01 16:01:04
- Reporting Period:
- 2024-09-27
- Accepted Time:
- 2024-10-01 16:01:04
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1709941 | Bioage Labs Inc. | BIOA | () | DE |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1583977 | Cormorant Asset Management, Lp | 200 Clarendon Street 52Nd Floor Boston MA 02116 | No | No | No | No | |
| 1599214 | Bihua Chen | C/O Cormorant Asset Management, Lp 200 Clarendon Street, 52Nd Floor Boston MA 02116 | No | No | No | No | |
| 1871297 | Cormorant Private Healthcare Fund Iv Lp | 200 Clarendon Street 52Nd Floor Boston MA 02116 | No | No | No | No | |
| 1969296 | Cormorant Private Healthcare Fund V Lp | 200 Clarendon Street 52Nd Floor Boston MA 02116 | No | No | No | No |
Reported Non-Derivative Transactions
| 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 | 1,179,529 | $0.00 | 1,179,529 | No | 4 | C | Indirect | See Footnotes |
| Common Stock | Acquisiton | 2024-09-27 | 450,000 | $18.00 | 1,629,529 | No | 4 | P | Indirect | See Footnotes |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | See Footnotes |
| No | 4 | P | Indirect | See Footnotes |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series D Redeemable Convertible Preferred Stock | Disposition | 2024-09-27 | 5,263,772 | $0.00 | 1,179,529 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Indirect |
Footnotes
- Each share of the Series D Redeemable Convertible Preferred Stock ("Series D Preferred Stock") automatically converted into 0.224084614 shares of Common Stock of the Issuer ("Common Stock") upon the closing of the Issuer's initial public offering of Common Stock. The Series D Preferred Stock had no expiration date.
- Represents (i) 173,704 shares of Series D Preferred Stock beneficially owned by the Master Fund (defined below), which converted into 38,924 shares of Common Stock, (ii) 2,769,271 shares of Series D Preferred Stock beneficially owned by Fund IV (defined below), which converted into 620,551 shares of Common Stock, and (iii) 2,320,797 shares of Series D Preferred Stock beneficially owned by Fund V (defined below), which converted into 520,054 shares of Common Stock.
- Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of Cormorant Global Healthcare Master Fund, LP (the "Master Fund"), Cormorant Private Healthcare Fund IV, LP ("Fund IV") and Cormorant Private Healthcare Fund V, LP ("Fund V"). Cormorant Global Healthcare GP, LLC ("GP LLC"), Cormorant Private Healthcare GP IV, LLC ("GP IV") and Cormorant Private Healthcare GP V, LLC ("GP V") serve as General Partner of the Master Fund, Fund IV and Fund V, respectively. Bihua Chen serves as manager of Cormorant, GP LLC, GP IV and GP V. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.
- Represents shares of Common Stock purchased for the account of the Master Fund.
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