[SCHEDULE 13D/A] Actuate Therapeutics, Inc. Common stock SEC Filing

Rhea-AI Filing Summary

Filing overview: Amendment No. 2 to Schedule 13D, dated 06/27/2025, discloses the equity position of Bios Equity Partners and eleven affiliated investment vehicles in Actuate Therapeutics, Inc. (ticker: ACTU).

Key ownership details

• Bios Fund III QP, LP: 2,506,667 shares (12.3%)
• Bios Actuate Co-Invest II, LP: 2,094,650 shares (10.2%)
• Bios Fund II QP, LP: 1,006,788 shares (4.9%) – includes 26,355 warrant shares
• Eight other Bios-managed entities: 2,482,477 shares (17.3% combined)

Aggregating the positions yields 8,090,582 shares, or roughly 39.7% of the 20.45 million outstanding common shares. All voting and dispositive power is reported as “shared,” confirming the entities act as a single “group” under Section 13(d).

Capital structure nuances: Several positions include warrants or employee stock options (e.g., BP Directors, LP: 31,884 option shares). Percentages are calculated against issuer-supplied share counts that include any warrant or option shares specific to each holder.

Investor implications: A near-controlling 40% stake grants Bios Equity Partners substantial influence over board appointments, strategic direction, and potential corporate actions such as financings or M&A. The filing itself, however, does not announce new purchases, sales, or explicit strategic intentions; it is a disclosure of current ownership.

Positive

• Strong anchor investor: Bios Equity Partners’ near-40% stake may signal confidence and provide ongoing funding support for ACTU.

Negative

• Governance concentration: A single coordinated group controls decisive voting power, heightening minority-shareholder and takeover-defense risks.

Insights

Securities Analyst

TL;DR: Bios funds now disclose ~40% of ACTU, signaling strong sponsor influence but no new capital inflow.

The consolidated 8.1 million-share position means Bios Equity Partners can effectively block or force shareholder resolutions that require simple majority approval. While continued sponsorship may reassure investors of capital support, the Schedule 13D/A reveals neither fresh purchases nor exit signals. Because no transaction prices or future plans were outlined, today’s disclosure is informative rather than market-moving. Liquidity dynamics could tighten, as nearly two-fifths of shares sit in friendly hands, but free float remains above 60%.

Corporate Governance Expert

TL;DR: One shareholder group controls decisive voting power, elevating governance concentration risk.

The shared-power designation across eleven Delaware LPs confirms they coordinate votes. Holding just under 40%, the group wields substantial but not outright majority power, enabling influence over board composition and strategic initiatives without full control liability. Minority investors should monitor any future amendments for standstill agreements or intent to seek board seats. The presence of option and warrant shares could push effective ownership higher upon exercise, further consolidating power. Absent explicit change-of-control language, the impact is governance-oriented rather than immediately financial.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Actuate Therapeutics, Inc.

(Name of Issuer)

Common Stock, par value $0.000001 per share

(Title of Class of Securities)

005083100

(CUSIP Number)

Bios Equity Partners, LP
1751 River Run, Suite 400,
Fort Worth, TX, 76107
(817) 984-9197

Rick Jordan; Polsinelli PC
4020 Maple Avenue, Suite 300,
Dallas, TX, 75219
(214) 397-0030

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/27/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND I, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 525,797.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 525,797.00

11

Aggregate amount beneficially owned by each reporting person

525,797.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.6 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of shares of common stock, par value $0.000001 per share ("Shares") directly held by Bios Fund I, LP ("Bios Fund I"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND I QP, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 307,538.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 307,538.00

11

Aggregate amount beneficially owned by each reporting person

307,538.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Fund I QP, LP ("Bios Fund I QP"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND II, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 308,211.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 308,211.00

11

Aggregate amount beneficially owned by each reporting person

308,211.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 300,143 Shares, and (ii) 8,068 Shares issuable upon the exercise of warrants, directly held by Bios Fund II, LP ("Bios Fund II"). Percentage based on 20,461,954 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 8,068 Shares issuable upon the exercise of warrants held by Bios Fund II.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND II QP, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,006,788.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,006,788.00

11

Aggregate amount beneficially owned by each reporting person

1,006,788.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 980,433 Shares, and (ii) 26,355 Shares issuable upon the exercise of warrants, directly held by Bios Fund II QP, LP ("Bios Fund II QP"). Percentage based on 20,480,241 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 26,355 Shares issuable upon the exercise of warrants held by Bios Fund II QP.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND II NT, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 134,776.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 134,776.00

11

Aggregate amount beneficially owned by each reporting person

134,776.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.7 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 131,248 Shares, and (ii) 3,528 Shares issuable upon the exercise of warrants, directly held by Bios Fund II NT, LP ("Bios Fund II NT"). Percentage based on 20,457,414 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 3,528 Shares issuable upon the exercise of warrants held by Bios Fund II NT.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND III, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 383,791.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 383,791.00

11

Aggregate amount beneficially owned by each reporting person

383,791.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.9 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Fund III, LP ("Bios Fund III"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND III QP, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,506,667.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,506,667.00

11

Aggregate amount beneficially owned by each reporting person

2,506,667.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.3 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Fund III QP, LP ("Bios Fund III QP"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS FUND III NT, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 404,814.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 404,814.00

11

Aggregate amount beneficially owned by each reporting person

404,814.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.0 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Fund III NT, LP ("Bios Fund III NT"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BP DIRECTORS, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 116,801.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 116,801.00

11

Aggregate amount beneficially owned by each reporting person

116,801.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.6 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 84,971 Shares, and (ii) 31,884 Shares issuable upon the exercise of stock options, directly held by BP Directors, LP ("BP Directors"). Percentage based on 20,485,770 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 31,884 Shares issuable upon the exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS ACTUATE CO-INVEST I, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 300,749.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 300,749.00

11

Aggregate amount beneficially owned by each reporting person

300,749.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS ACTUATE CO-INVEST II, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,094,650.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,094,650.00

11

Aggregate amount beneficially owned by each reporting person

2,094,650.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

10.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS ACTUATE CO-INVEST III, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 573,394.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 573,394.00

11

Aggregate amount beneficially owned by each reporting person

573,394.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.8 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS CLINICAL OPPORTUNITY FUND, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,259,427.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,259,427.00

11

Aggregate amount beneficially owned by each reporting person

1,259,427.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of Shares directly held by Bios Clinical Opportunity Fund, LP ("Bios Clinical Opportunity Fund"). Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS 2024 CO-INVEST, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 267,856.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 267,856.00

11

Aggregate amount beneficially owned by each reporting person

267,856.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.3 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 196,428 Shares, and (ii) 71,428 Shares issuable upon the exercise of warrants, directly held by Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest"). Percentage based on 20,525,314 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 71,428 Shares issuable upon the exercise of warrants held by Bios 2024 Co-Invest.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS EQUITY PARTNERS, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 950,136.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 950,136.00

11

Aggregate amount beneficially owned by each reporting person

950,136.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.6 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP and (iii) 84,917 Shares directly held by BP Directors, in each case (i-iii), as of the date hereof, and (iv) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors. Bios Equity Partners, LP ("Bios Equity I") is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. In its capacity as the general partner of these entities, Bios Equity I may be deemed to have shared voting and/or dispositive power with respect to securities directly held by these entities. Percentage based on 20,485,770 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 31,884 Shares issuable upon the exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS EQUITY PARTNERS II, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,750,524.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,750,524.00

11

Aggregate amount beneficially owned by each reporting person

1,750,524.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 300,143 Shares directly held by Bios Fund II, (ii) 980,433 Shares directly held by Bios Fund II QP, (iii) 131,248 Shares directly held by Bios Fund II NT, (iv) 300,749 Shares directly held by Bios Actuate Co-Invest I, in each case (i-iv), as of the date hereof, (v) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (vi) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP and (vii) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT, in each case (v-vii), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. In its capacity as the general partner of these entities, Bios Equity II may be deemed to have shared voting and/or dispositive power with respect to Shares directly or indirectly held by these entities. Percentage based on 20,491,837 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 37,951 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, and Bios Fund II NT.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS EQUITY PARTNERS III, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,963,316.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,963,316.00

11

Aggregate amount beneficially owned by each reporting person

5,963,316.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

29.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 383,791 outstanding Shares directly held by Bios Fund III, (ii) 2,506,667 outstanding Shares directly held by Bios Fund III QP, (iii) 404,814 outstanding Shares directly held by Bios Fund III NT, (iv) 2,094,650 outstanding Shares directly held by held by Bios Actuate Co-Invest II and (v) 573,394 outstanding Shares directly held by held by Bios Actuate Co-Invest III, in each case, as of the date hereof. Bios Equity Partners III, LP ("Bios Equity III") is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. In its capacity as the general partner of these entities, Bios Equity III may be deemed to have shared voting and/or dispositive power with respect to securities directly held by these entities. Percentage based on 20,453,886 outstanding Shares as of June 27, 2025, provided by Issuer.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS EQUITY COF, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,527,283.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,527,283.00

11

Aggregate amount beneficially owned by each reporting person

1,527,283.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.4 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 1,259,427 Shares directly held by Bios Clinical Opportunity Fund, (ii) 196,428 Shares directly held by Bios 2024 Co-Invest, in each case, as of the date hereof and (iii) 71,428 Shares issuable upon exercise of warrants held by Bios 2024 Co-Invest. Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund and Bios 2024 Co-Invest. In its capacity as the general partner of these entities, Bios Equity COF may be deemed to have shared voting and/or dispositive power with respect to securities directly held by these entities. Percentage based on 20,525,314 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 71,428 Shares issuable upon the exercise of warrants held by Bios 2024 Co-Invest.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

CAVU MANAGEMENT, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 8,663,976.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 8,663,976.00

11

Aggregate amount beneficially owned by each reporting person

8,663,976.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

42.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP, (iii) 84,917 Shares directly held by BP Directors (iv) 300,143 Shares directly held by Bios Fund II, (v) 980,433 Shares directly held by Bios Fund II QP, (vi) 131,248 Shares directly held by Bios Fund II NT, (vii) 300,749 Shares directly held by Bios Actuate Co-Invest I, (viii) 383,791 Shares directly held by Bios Fund III, (ix) 2,506,667 Shares directly held by Bios Fund III QP, (x) 404,814 Shares directly held by Bios Fund III NT, (xi) 2,094,650 Shares directly held by Bios Actuate Co-Invest II, (xii) 573,394 Shares directly held by Bios Actuate Co-Invest III, in each case (i-xii), as of the date hereof, (xiii) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors, (xiv) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (xv) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP and (xvi) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT, in each case (xiii-xvi), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity I is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. Bios Equity II is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. Bios Equity III is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. Cavu Management, LP ("Cavu Management") is a general partner of Bios Equity I, Bios Equity II and Bios Equity III. In its capacity as a general partner of Bios Equity I, Bios Equity II and Bios Equity III, Cavu Management may be deemed to have shared voting and/or dispositive power with respect to securities directly held by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III (collectively, the "Bios Equity Entities"). Percentage based on 20,523,721 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 37,951 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, and Bios Fund II NT plus (iii) 31,884 Shares issuable upon exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS CAPITAL MANAGEMENT, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,191,259.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,191,259.00

11

Aggregate amount beneficially owned by each reporting person

10,191,259.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

49.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP, (iii) 84,917 Shares directly held by BP Directors (iv) 300,143 Shares directly held by Bios Fund II, (v) 980,433 Shares directly held by Bios Fund II QP, (vi) 131,248 Shares directly held by Bios Fund II NT, (vii) 300,749 Shares directly held by Bios Actuate Co-Invest I, (viii) 383,791 Shares directly held by Bios Fund III, (ix) 2,506,667 Shares directly held by Bios Fund III QP, (x) 404,814 Shares directly held by Bios Fund III NT, (xi) 2,094,650 Shares directly held by Bios Actuate Co-Invest II, (xii) 573,394 Shares directly held by Bios Actuate Co-Invest III, (xiii) 1,259,427 Shares directly held by Bios Clinical Opportunity Fund, (xiv) 196,428 Shares directly held by Bios 2024 Co-Invest, in each case (i-xiv), as of the date hereof, (xv) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors, (xvi) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (xvii) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP, (xviii) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT and (xix) 71,428 Shares issuable upon exercise of warrants directly held by Bios 2024 Co-Invest, in each case (xv-xix), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity I is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. Bios Equity II is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. Bios Equity III is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. Bios Equity COF is the general partner of Bios Clinical Opportunity Fund and Bios 2024 Co-Invest. Bios Capital Management, LP ("Bios Management") is a general partner of Bios Equity I, Bios Equity II, Bios Equity III and Bios Equity COF. In its capacity as a general partner of Bios Equity I, Bios Equity II, Bios Equity III and Bios Equity COF Bios Management may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios Equity Entities. Percentage based on 20,595,149 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 109,379 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios 2024 Co-Invest plus (iii) 31,884 Shares issuable upon exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

CAVU ADVISORS, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 8,663,976.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 8,663,976.00

11

Aggregate amount beneficially owned by each reporting person

8,663,976.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

42.2 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP, (iii) 84,917 Shares directly held by BP Directors (iv) 300,143 Shares directly held by Bios Fund II, (v) 980,433 Shares directly held by Bios Fund II QP, (vi) 131,248 Shares directly held by Bios Fund II NT, (vii) 300,749 Shares directly held by Bios Actuate Co-Invest I, (viii) 383,791 Shares directly held by Bios Fund III, (ix) 2,506,667 Shares directly held by Bios Fund III QP, (x) 404,814 Shares directly held by Bios Fund III NT, (xi) 2,094,650 Shares directly held by Bios Actuate Co-Invest II, (xii) 573,394 Shares directly held by Bios Actuate Co-Invest III, in each case (i-xii), as of the date hereof, (xiii) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors, (xiv) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (xv) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP and (xvi) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT, in each case (xiii-xvi), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity I is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. Bios Equity II is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. Bios Equity III is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. Cavu Management is a general partner of Bios Equity I, Bios Equity II and Bios Equity III. Cavu Advisors, LLC ("Cavu Advisors") is the general partner of Cavu Management, and therefore may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios Equity Entities. Percentage based on 20,523,721 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 37,951 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, and Bios Fund II NT plus (iii) 31,884 Shares issuable upon exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

BIOS ADVISORS GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,191,259.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,191,259.00

11

Aggregate amount beneficially owned by each reporting person

10,191,259.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

49.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Shared voting and dispositive power consists of (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP, (iii) 84,917 Shares directly held by BP Directors (iv) 300,143 Shares directly held by Bios Fund II, (v) 980,433 Shares directly held by Bios Fund II QP, (vi) 131,248 Shares directly held by Bios Fund II NT, (vii) 300,749 Shares directly held by Bios Actuate Co-Invest I, (viii) 383,791 Shares directly held by Bios Fund III, (ix) 2,506,667 Shares directly held by Bios Fund III QP, (x) 404,814 Shares directly held by Bios Fund III NT, (xi) 2,094,650 Shares directly held by Bios Actuate Co-Invest II, (xii) 573,394 Shares directly held by Bios Actuate Co-Invest III, (xiii) 1,259,427 Shares directly held by Bios Clinical Opportunity Fund, (xiv) 196,428 Shares directly held by Bios 2024 Co-Invest, in each case (i-xiv), as of the date hereof, (xv) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors, (xvi) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (xvii) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP, (xviii) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT and (xix) 71,428 Shares issuable upon exercise of warrants directly held by Bios 2024 Co-Invest, in each case (xv-xix), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity I is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. Bios Equity II is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. Bios Equity III is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. Bios Equity COF is the general partner of Bios Clinical Opportunity Fund and Bios 2024 Co-Invest. Bios Management is a general partner of Bios Equity I, Bios Equity II, Bios Equity III and Bios Equity COF. Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management, and therefore, may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios Equity Entities. Percentage based on 20,595,149 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 109,379 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios 2024 Co-Invest plus (iii) 31,884 Shares issuable upon exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

LESLIE W. KREIS

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 69,375.00
8	Shared Voting Power 8,663,976.00
9	Sole Dispositive Power 69,375.00
10	Shared Dispositive Power 8,663,976.00

11

Aggregate amount beneficially owned by each reporting person

8,733,351.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

42.6 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Sole voting and dispositive power consists of Shares directly held by Circle K, Invesco, LP ("Circle K"), over which Mr. Kreis has sole voting and investment control. Circle K is wholly owned by Mr. Kreis. Shared voting and dispositive power consists of (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP, (iii) 84,917 Shares directly held by BP Directors (iv) 300,143 Shares directly held by Bios Fund II, (v) 980,433 Shares directly held by Bios Fund II QP, (vi) 131,248 Shares directly held by Bios Fund II NT, (vii) 300,749 Shares directly held by Bios Actuate Co-Invest I, (viii) 383,791 Shares directly held by Bios Fund III, (ix) 2,506,667 Shares directly held by Bios Fund III QP, (x) 404,814 Shares directly held by Bios Fund III NT, (xi) 2,094,650 Shares directly held by Bios Actuate Co-Invest II, (xii) 573,394 Shares directly held by Bios Actuate Co-Invest III, in each case (i-xii), as of the date hereof, (xiii) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors, (xiv) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (xv) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP and (xvi) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT, in each case (xiii-xvi), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity I is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. Bios Equity II is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. Bios Equity III is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. Cavu Management is a general partner of Bios Equity I, Bios Equity II and Bios Equity III. Cavu Advisors, an entity controlled by Mr. Kreis, is the general partner of Cavu Management. As the manager of Cavu Advisors, Mr. Kreis may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios Equity Entities. Percentage based on 20,523,721 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 37,951 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, and Bios Fund II NT plus (iii) 31,884 Shares issuable upon exercise of stock options held by BP Directors.

SCHEDULE 13D

CUSIP No. 005083100

1

Name of reporting person

AARON G.L. FLETCHER

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 60,973.00
8	Shared Voting Power 10,048,403.00
9	Sole Dispositive Power 60,973.00
10	Shared Dispositive Power 10,048,403.00

11

Aggregate amount beneficially owned by each reporting person

10,267,232.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

49.8 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Excludes (i) 8,056 Shares directly held by KF Legacy Trust U/A/D December 7, 2016, which has an independent trustee, and (ii) 8,056 Shares directly held by KF Legacy Trust U/A/D December 7, 2016, which has an independent trustee. Dr. Fletcher disclaims beneficial ownership of the shares held by each of the KF Legacy Trust U/A/D December 7, 2016 and the MF Legacy Trust U/A/D December 7, 2016, which are trusts for the benefit of his children, other than to the extent he may have a pecuniary interest therein. Sole voting and dispositive power consists of (i) 60,973 Shares and (ii) 15,000 Shares issuable upon exercise of stock options directly held by Dr. Fletcher. Shared voting and dispositive power consists of (i) 525,797 Shares directly held by Bios Fund I, (ii) 307,538 Shares directly held by Bios Fund I QP, (iii) 84,917 Shares directly held by BP Directors (iv) 300,143 Shares directly held by Bios Fund II, (v) 980,433 Shares directly held by Bios Fund II QP, (vi) 131,248 Shares directly held by Bios Fund II NT, (vii) 300,749 Shares directly held by Bios Actuate Co-Invest I, (viii) 383,791 Shares directly held by Bios Fund III, (ix) 2,506,667 Shares directly held by Bios Fund III QP, (x) 404,814 Shares directly held by Bios Fund III NT, (xi) 2,094,650 Shares directly held by Bios Actuate Co-Invest II, (xii) 573,394 Shares directly held by Bios Actuate Co-Invest III, (xiii) 1,259,427 Shares directly held by Bios Clinical Opportunity Fund, (xiv) 196,428 Shares directly held by Bios 2024 Co-Invest, in each case (i-xiv), as of the date hereof, (xv) 31,884 Shares issuable upon exercise of stock options, directly held by BP Directors, (xvi) 8,068 Shares issuable upon exercise of warrants directly held by Bios Fund II, (xvii) 26,355 Shares issuable upon exercise of warrants directly held by Bios Fund II QP, (xviii) 3,528 Shares issuable upon exercise of warrants directly held by Bios Fund II NT and (xix) 71,428 Shares issuable upon exercise of warrants directly held by Bios 2024 Co-Invest, in each case (xv-xix), which are exercisable or will be immediately exercisable within 60 days of the date hereof. Bios Equity I is the general partner of Bios Fund I, Bios Fund I QP and BP Directors. Bios Equity II is the general partner of Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Actuate Co-Invest I. Bios Equity III is the general partner of Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II and Bios Actuate Co-Invest III. Bios Equity COF is the general partner of Bios Clinical Opportunity Fund and Bios 2024 Co-Invest. Bios Management is a general partner of Bios Equity I, Bios Equity II, Bios Equity III and Bios Equity COF. Bios Advisors, an entity controlled by Dr. Fletcher, is the general partner of Bios Management. As the manager of Bios Advisors, Dr. Fletcher may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios Equity Entities. Percentage based on 20,610,149 outstanding Shares, including (i) 20,453,886 Shares outstanding as of June 27, 2025, provided by the Issuer, plus (ii) 109,379 Shares issuable upon the exercise of warrants held collectively by Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios 2024 Co-Invest plus (iii) 31,884 Shares issuable upon exercise of stock options held by BP Directors plus (iv) 15,000 Shares issuable upon exercise of stock options held by Dr. Fletcher.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.000001 per share
(b)	Name of Issuer: Actuate Therapeutics, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1751 River Run, Suite 400, Fort Worth, TEXAS , 76107.
Item 1 Comment: This Amendment No. 2 hereby amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "Commission") on August 19, 2024 (the "Original Schedule 13D"), as amended by the statement on Schedule 13D/A filed with the Commission on May 27, 2025 ("Amendment No. 1" and, together with the Original Schedule 13D, the "Prior Statements"). The securities to which the Schedule 13D relates are the shares of common stock, par value $0.000001 per share (the "Shares"), of Actuate Therapeutics, Inc., a Delaware corporation (the "Issuer"). Except as specifically amended by this Amendment No. 2, each Item of the Prior Statements remains unchanged. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Prior Statements.
Item 3.	Source and Amount of Funds or Other Consideration
	Pursuant to a Securities Purchase Agreement (the "Securities Purchase Agreement"), dated as of June 25, 2025, between Actuate Therapeutics, Inc. (the "Issuer") and certain institutional and accredited investors, Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest") purchased from the Issuer in a private placement 71,428 shares of common stock, par value $0.000001 per share (the "Common Stock"), and warrants to purchase 71,428 shares of Common Stock (the "Warrants") for an aggregate purchase price of $499,996, such funds consisting of working capital from capital contribution and funds from lines of credit entered into in the ordinary course of business. The closing of the transactions contemplated by the Securities Purchase Agreement occurred on June 27, 2025.
Item 5.	Interest in Securities of the Issuer
(a)	The information contained on the cover pages of this Schedule 13D is incorporated herein by reference.
(b)	The information contained on the cover pages of this Schedule 13D is incorporated herein by reference.
(c)	Except as otherwise disclosed in Item 3 above, and the previously disclosed options granted to Aaron G.L. Fletcher on May 22, 2025 in connection with his service as a director of the Issuer, none of the Reporting Persons, nor, to the best of the Reporting Persons' knowledge, any of their respective executive officers or directors, as applicable, has acquired or disposed of, any securities of the Issuer during the 60 days prior to the date hereof.
(d)	Except as described in this Amendment No. 2, to the knowledge of the Reporting Persons, only the Reporting Persons have the right to receive or the power to direct receipt of dividends from, or proceeds from the sale of, the Shares reported by the Schedule 13D.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information included in Item 3 is hereby incorporated by reference. The Warrants are exercisable on a cash only basis at any time after the date of issuance and expire 20 days following the earliest to occur of (i) the U.S. Food and Drug Administration ("FDA") issuing Breakthrough Therapy designation for elraglusib and (ii) the date that the FDA provides written communication available to the Issuer of its determination as to whether the Issuer may pursue registration for elraglusib using Phase 2 or Phase 3 clinical data. Bios 2024 Co-Invest entered into that certain Registration Rights Agreement, dated as of June 25, 2025 (the "Registration Rights Agreement") with the Issuer and the other parties to the Securities Purchase Agreement, pursuant to which the Issuer agreed to register for resale the Shares and the shares underlying the Warrants purchased pursuant to the Securities Purchase Agreement. The summaries of each of the Securities Purchase Agreement, the Warrants and the Registration Rights Agreement contained herein are qualified in their entirety by reference to the full text of such agreements, copies of which are filed as exhibits hereto.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 4.1: Form of Warrant (incorporated by reference to Exhibit 4.1 of the Issuer's Current Report on Form 8-K, filed with the Commission on June 26, 2025 (File No. 001-42139)) Exhibit 10.1: Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 of the Issuer's Current Report on Form 8-K, filed with the Commission on June 26, 2025 (File No. 001-42139)) Exhibit 10.2: Form of Registration Rights Agreement (incorporated by reference to Exhibit 4.1 of the Issuer's Current Report on Form 8-K, filed with the Commission on June 26, 2025 (File No. 001-42139)) Exhibit 99.1: Joint Filing Agreement (incorporated by reference to Exhibit 6 of the original Schedule 13D, filed August 19, 2024)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BIOS FUND I, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND I QP, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND II, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND II QP, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND II NT, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND III, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND III QP, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS FUND III NT, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BP DIRECTORS, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS ACTUATE CO-INVEST I, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS ACTUATE CO-INVEST II, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS ACTUATE CO-INVEST III, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS CLINICAL OPPORTUNITY FUND, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS 2024 CO-INVEST, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS EQUITY PARTNERS, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS EQUITY PARTNERS II, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS EQUITY PARTNERS III, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS EQUITY COF, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

CAVU MANAGEMENT, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS CAPITAL MANAGEMENT, LP

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

CAVU ADVISORS, LLC

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

BIOS ADVISORS GP, LLC

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

LESLIE W. KREIS

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

AARON G.L. FLETCHER

Signature:	John Fucci
Name/Title:	Attorney-in-Fact
Date:	06/30/2025

Comments accompanying signature:

Power of Attorney is incorporated by reference to Exhibit 99.2 of Amendment No. 1.

FAQ

How many Actuate Therapeutics (ACTU) shares does Bios Equity Partners now own?

The Bios-affiliated funds report beneficial ownership of approximately 8,090,582 shares, or about 39.7% of outstanding common stock.

Which Bios fund holds the largest individual stake in ACTU?

Bios Fund III QP, LP is the largest holder with 2,506,667 shares, representing 12.3% of the company.

What is the event date for this Schedule 13D/A filing?

The filing relates to an event dated June 27, 2025.

Does the filing include warrants or options?

Yes. Certain positions include warrant and option shares, such as 26,355 warrants for Bios Fund II QP and 31,884 option shares for BP Directors.

What share count did the funds use to calculate ownership percentages?

Percentages are based on issuer-provided counts of approximately 20.45 million outstanding shares, adjusted for specific warrant or option exercises as noted.