AEON Biopharma, Inc. has a new large shareholder group led by Stonepine Capital Management, LLC and related entities, which report beneficial ownership of 6,892,682 shares of Class A Common Stock, representing 9.9% of the outstanding class.
The position consists of 3,000,000 shares of Common Stock and warrants for 6,000,000 shares, all subject to a 9.99% beneficial ownership limitation. The ownership percentage is based on 68,995,818 shares of Common Stock outstanding immediately after an offering, as described in the issuer’s July 15, 2026 prospectus.
Voting and dispositive power over the 6,892,682 shares is reported as shared by Stonepine Capital Management, Stonepine Capital, L.P., Stonepine GP, LLC, and Jon M. Plexico, who file jointly but each disclaims membership in a group and beneficial ownership beyond their pecuniary interest.
Positive
None.
Negative
None.
Key Figures
Shares beneficially owned:6,892,682 sharesOwnership percentage:9.9%Common shares held:3,000,000 shares+3 more
6 metrics
Shares beneficially owned6,892,682 sharesClass A Common Stock beneficially owned by each reporting person
Ownership percentage9.9%Percentage of AEON Class A Common Stock held by each reporting person
Common shares held3,000,000 sharesShares of Common Stock included in the Stonepine position
Warrants held6,000,000 sharesShares of Common Stock underlying warrants held, subject to 9.99% cap
Shares outstanding baseline68,995,818 sharesAEON Common Stock outstanding immediately after the offering
Beneficial ownership limitation9.99%Cap on exercisable warrants for beneficial ownership calculations
"disclaims that it is, a beneficial owner, as defined in Rule 13d-3"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
beneficial ownership limitationregulatory
"warrants to acquire 6,000,000 shares of Common Stock, subject to a 9.99% beneficial ownership limitation"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
pecuniary interestfinancial
"disclaims beneficial ownership of shares of Class A Common Stock except to the extent of that person's pecuniary interest"
shared voting powerfinancial
"Shared Voting Power 6,892,682.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
What stake in AEON (AEON) is reported by Stonepine Capital Management and affiliates?
Stonepine Capital Management and related entities report beneficially owning 6,892,682 shares of AEON Class A Common Stock, representing 9.9% of the outstanding class based on 68,995,818 shares outstanding after the referenced offering.
How is the 6,892,682-share AEON (AEON) position held by Stonepine structured?
The reported position includes 3,000,000 shares of AEON Common Stock and warrants to acquire 6,000,000 shares, all subject to a 9.99% beneficial ownership limitation that caps the exercisable portion of the warrants.
What ownership percentage in AEON (AEON) does 6,892,682 shares represent?
The filing states the 6,892,682 shares represent 9.9% of AEON’s Class A Common Stock, calculated using 68,995,818 shares outstanding immediately after the offering referenced in the July 15, 2026 prospectus.
Who are the reporting persons in the AEON (AEON) Schedule 13G filing?
The reporting persons are Stonepine Capital Management, LLC, Stonepine Capital, L.P., Stonepine GP, LLC, and Jon M. Plexico, who file jointly, share voting and dispositive power, and each disclaim group status and excess beneficial ownership.
Who ultimately benefits from the AEON (AEON) shares held by the Stonepine Partnership?
The filing explains that the Partnership holds AEON Class A Common Stock for the benefit of its investors and has the right to receive, or direct the receipt of, dividends and sale proceeds from those securities.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AEON Biopharma, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
00791X209
(CUSIP Number)
07/15/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
00791X209
1
Names of Reporting Persons
Stonepine Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,892,682.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,892,682.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,892,682.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
IA, OO
Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 3,000,000 shares of Common Stock, and (2) warrants to acquire 6,000,000 shares of Common Stock, subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 68,995,818 shares of Common Stock outstanding immediately after the offering, as reported in the prospectus filed by the Issuer on July 15, 2026.
SCHEDULE 13G
CUSIP Number(s):
00791X209
1
Names of Reporting Persons
Stonepine Capital, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,892,682.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,892,682.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,892,682.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 3,000,000 shares of Common Stock, and (2) warrants to acquire 6,000,000 shares of Common Stock, subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 68,995,818 shares of Common Stock outstanding immediately after the offering, as reported in the prospectus filed by the Issuer on July 15, 2026.
SCHEDULE 13G
CUSIP Number(s):
00791X209
1
Names of Reporting Persons
Stonepine GP, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,892,682.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,892,682.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,892,682.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 3,000,000 shares of Common Stock, and (2) warrants to acquire 6,000,000 shares of Common Stock, subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 68,995,818 shares of Common Stock outstanding immediately after the offering, as reported in the prospectus filed by the Issuer on July 15, 2026.
SCHEDULE 13G
CUSIP Number(s):
00791X209
1
Names of Reporting Persons
Jon M. Plexico
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,892,682.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,892,682.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,892,682.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 3,000,000 shares of Common Stock, and (2) warrants to acquire 6,000,000 shares of Common Stock, subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 68,995,818 shares of Common Stock outstanding immediately after the offering, as reported in the prospectus filed by the Issuer on July 15, 2026.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
AEON Biopharma, Inc.
(b)
Address of issuer's principal executive offices:
5 PARK PLAZA, SUITE 1750, IRVINE, CA 92614
Item 2.
(a)
Name of person filing:
Stonepine Capital Management, LLC, a Delaware limited liability company ("Stonepine")
Stonepine Capital, LP, a Delaware limited partnership (the "Partnership")
Stonepine GP, LLC, a Delaware limited liability company (the "General Partner")
Jon M. Plexico
Stonepine and the General Partner are the investment adviser and general partner, respectively, of the Partnership. Mr. Plexico is the control person of Stonepine and the General Partner. The reporting persons are filing this Schedule 13G jointly, but not as members of a group, and each disclaims membership in a group. Each reporting person also disclaims beneficial ownership of shares of Class A Common Stock except to the extent of that person's pecuniary interest therein. In addition, the filing of this Schedule 13G on behalf of the Partnership should not be construed as an admission that it is, and it disclaims that it is, a beneficial owner, as defined in Rule 13d-3 under the Act, of any shares of Class A Common Stock covered by this Schedule 13G.
(b)
Address or principal business office or, if none, residence:
2900 NW Clearwater Drive, Suite 100-11, Bend OR 97703
(c)
Citizenship:
See Item 4 of the cover sheet for each reporting person.
(d)
Title of class of securities:
Class A Common Stock
(e)
CUSIP Number(s):
00791X209
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Stonepine: 6,892,682
Partnership: 6,892,682
General Partner: 6,892,682
Jon M. Plexico: 6,892,682
(b)
Percent of class:
Stonepine: 9.9%
Partnership: 9.9%
General Partner: 9.9%
Jon M. Plexico: 9.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Stonepine: 0
Partnership: 0
General Partner: 0
Jon M. Plexico: 0
(ii) Shared power to vote or to direct the vote:
Stonepine: 6,892,682
Partnership: 6,892,682
General Partner: 6,892,682
Jon M. Plexico: 6,892,682
(iii) Sole power to dispose or to direct the disposition of:
Stonepine: 0
Partnership: 0
General Partner: 0
Jon M. Plexico: 0
(iv) Shared power to dispose or to direct the disposition of:
Stonepine: 6,892,682
Partnership: 6,892,682
General Partner: 6,892,682
Jon M. Plexico: 6,892,682
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Partnership holds Class A Common Stock for the benefit of its investors and has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Class A Common Stock.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
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.
Stonepine Capital Management, LLC
Signature:
/s/ Jon M. Plexico
Name/Title:
Managing Member
Date:
07/21/2026
Stonepine Capital, L.P.
Signature:
/s/ Jon M. Plexico
Name/Title:
Managing Member of the General Partner, Stonepine GP, LLC
Date:
07/21/2026
Stonepine GP, LLC
Signature:
/s/ Jon M. Plexico
Name/Title:
Managing Member
Date:
07/21/2026
Jon M. Plexico
Signature:
/s/ Jon M. Plexico
Name/Title:
Reporting Person
Date:
07/21/2026
Exhibit Information
EXHIBIT 99 - AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G.
