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Cormorant funds tied to BBOT (NASDAQ: BBOT) receive 4.53M shares in internal distribution

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BridgeBio Oncology Therapeutics, Inc. director and 10% owner Bihua Chen reported indirect ownership changes tied to a restructuring among investment vehicles associated with Helix Holdings II LLC, the Sponsor. The filing shows a pro rata distribution of 4,528,186 common shares from the Sponsor to its members for no consideration.

According to the footnotes, Cormorant Private Healthcare Fund III, LP, Cormorant Private Healthcare Fund V, LP, and Cormorant Global Healthcare Master Fund, LP each received shares in this pro rata distribution, and Cormorant Private Healthcare Fund IV, LP is also managed by the same investment manager. Post-transaction indirect holdings include 1,905,046 shares via Fund IV and 6,083,221 shares via the Master Fund. The transactions are classified as "other" (code J), reflect internal allocations with no open-market buying or selling, and include disclaimers that Ms. Chen and the funds only beneficially own securities to the extent of their pecuniary interests.

Positive

  • None.

Negative

  • None.
Insider Chen Bihua
Role Director, 10% Owner
Type Security Shares Price Value
Other Common Stock 4,528,186 $0.00 --
Other Common Stock 2,692,459 $0.00 --
Other Common Stock 1,704,862 $0.00 --
Other Common Stock 130,865 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 0 shares (Indirect, Via Helix Holdings II LLC)
Footnotes (1)
  1. Represents a pro rata distribution to the members of Helix Holdings II LLC (the "Sponsor") for no consideration. Cormorant Private Healthcare Fund III, LP ("Fund III"), which is an investment vehicle managed by Cormorant Asset Management, LP ("CAM"), is a member of the Sponsor and received such shares in a pro rata distribution by the Sponsor for no consideration. Cormorant Private Healthcare Fund V, LP ("Fund V"), which is an investment vehicle managed by CAM, is a member of the Sponsor and received such shares in a pro rata distribution by the Sponsor for no consideration. Cormorant Global Healthcare Master Fund, LP ("Master Fund"), which is an investment vehicle managed by CAM, is a member of the Sponsor and received such shares in a pro rata distribution by the Sponsor for no consideration. Sponsor is the record holder of the securities reported herein. Fund III, Fund V, and Master Fund are the members of Sponsor. Bihua Chen is the manager of Sponsor and has voting and investment discretion with respect to the shares held of record by Sponsor. Each of Fund III, Fund V, Master Fund and Ms. Chen disclaims any beneficial ownership of the securities held by Sponsor other than to the extent of any pecuniary interest she or it may have therein, directly or indirectly. CAM serves as the investment manager to Fund III, Cormorant Private Healthcare Fund IV, LP ("Fund IV"), Fund V, and Master Fund (collectively, the "Cormorant Funds"). Cormorant Private Healthcare GP III, LLC ("GP III") is the general partner of Fund III; Cormorant Private Healthcare GP IV, LLC ("GP IV") is the general partner of Fund IV; Cormorant Private Healthcare GP V, LLC ("GP V") is the general partner of Fund V; and Cormorant Global Healthcare GP, LLC ("Global GP") is the general partner of the Master Fund. Bihua Chen serves as the managing member of GP III, GP IV, GP V, and Global GP, and as the general partner of CAM. Accordingly, Ms. Chen has voting and investment discretion with respect to the shares held by each of the Cormorant Funds and CAM. Ms. Chen disclaims any beneficial ownership of the securities held by each of the Cormorant Funds other than to the extent of any pecuniary interest she may have therein, directly or indirectly.
Shares distributed by Sponsor 4,528,186 shares Pro rata distribution by Helix Holdings II LLC for no consideration
Restructuring shares total 9,056,372 shares Aggregate shares in code J restructuring transactions
Indirect holding via Fund IV 1,905,046 shares Common stock held indirectly via Fund IV after transaction
Indirect holding via Master Fund 6,083,221 shares Common stock held indirectly via Cormorant Global Healthcare Master Fund
Indirect holding via Fund V 5,010,332 shares Common stock held indirectly via Fund V after distribution
Indirect holding via Fund III 4,879,995 shares Common stock held indirectly via Fund III after distribution
pro rata distribution financial
"Represents a pro rata distribution to the members of Helix Holdings II LLC"
A pro rata distribution is when a company or organization shares out money, assets, or benefits evenly among all eligible people based on their size or share. For example, if a company makes a profit and distributes it to shareholders, each person gets a portion proportional to how many shares they own. It ensures everyone gets their fair part based on their ownership or stake.
beneficial ownership financial
"disclaims any beneficial ownership of the securities held by Sponsor"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"other than to the extent of any pecuniary interest she or it may have therein"
investment manager financial
"CAM serves as the investment manager to Fund III, Cormorant Private Healthcare Fund IV, LP"
indirect ownership financial
"shares held of record by Sponsor… Ms. Chen disclaims any beneficial ownership"

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FAQ

What insider transactions did BBOT director Bihua Chen report on this Form 4?

Bihua Chen reported indirect ownership changes in BridgeBio Oncology Therapeutics common stock from a pro rata distribution of 4,528,186 shares by Helix Holdings II LLC to related funds, classified as “other” (code J) restructuring transactions rather than open-market purchases or sales.

Did Bihua Chen buy or sell BBOT shares in the open market?

The Form 4 shows no open-market buying or selling of BridgeBio Oncology Therapeutics shares. All reportable changes are code J “other” transactions from an internal pro rata distribution by Helix Holdings II LLC to affiliated funds, with no cash consideration involved.

How many BBOT shares were distributed by Helix Holdings II LLC in this restructuring?

Helix Holdings II LLC, described as the Sponsor, distributed 4,528,186 BridgeBio Oncology Therapeutics common shares pro rata to its members for no consideration. These members include Cormorant-managed funds such as Fund III, Fund V, and the Master Fund, which each received shares in the distribution.

What are the post-transaction BBOT holdings for the Cormorant Global Healthcare Master Fund?

After the restructuring, the Form 4 reports 6,083,221 BridgeBio Oncology Therapeutics common shares held indirectly via the Cormorant Global Healthcare Master Fund. This reflects shares received in the Sponsor’s pro rata distribution and is reported as indirect ownership associated with Bihua Chen’s investment management roles.

How many BBOT shares are reported as indirectly held via Fund IV?

The Form 4 includes a holding entry showing 1,905,046 BridgeBio Oncology Therapeutics common shares held indirectly via Cormorant Private Healthcare Fund IV, LP. This position is reported as indirect ownership and is part of the broader group of Cormorant-managed funds referenced in the footnotes.

How does Bihua Chen’s role relate to the BBOT shares held by the Cormorant funds?

Footnotes state that Bihua Chen manages Helix Holdings II LLC and serves as managing member or general partner for entities overseeing the Cormorant funds, giving her voting and investment discretion. She and the funds disclaim beneficial ownership beyond any pecuniary interest in the BridgeBio Oncology Therapeutics shares.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Chen Bihua

(Last)(First)(Middle)
C/O HELIX ACQUISITION CORP. II
200 CLARENDON STREET, 52ND FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BridgeBio Oncology Therapeutics, Inc. [ BBOT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock07/01/2026J(1)4,528,186D$0.000IVia Helix Holdings II LLC(5)
Common Stock07/01/2026J(2)2,692,459A$0.004,879,995IVia Fund III(6)
Common Stock07/01/2026J(3)1,704,862A$0.005,010,332IVia Fund V(6)
Common Stock07/01/2026J(4)130,865A$0.006,083,221IVia Master Fund(6)
Common Stock1,905,046IVia Fund IV(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a pro rata distribution to the members of Helix Holdings II LLC (the "Sponsor") for no consideration.
2. Cormorant Private Healthcare Fund III, LP ("Fund III"), which is an investment vehicle managed by Cormorant Asset Management, LP ("CAM"), is a member of the Sponsor and received such shares in a pro rata distribution by the Sponsor for no consideration.
3. Cormorant Private Healthcare Fund V, LP ("Fund V"), which is an investment vehicle managed by CAM, is a member of the Sponsor and received such shares in a pro rata distribution by the Sponsor for no consideration.
4. Cormorant Global Healthcare Master Fund, LP ("Master Fund"), which is an investment vehicle managed by CAM, is a member of the Sponsor and received such shares in a pro rata distribution by the Sponsor for no consideration.
5. Sponsor is the record holder of the securities reported herein. Fund III, Fund V, and Master Fund are the members of Sponsor. Bihua Chen is the manager of Sponsor and has voting and investment discretion with respect to the shares held of record by Sponsor. Each of Fund III, Fund V, Master Fund and Ms. Chen disclaims any beneficial ownership of the securities held by Sponsor other than to the extent of any pecuniary interest she or it may have therein, directly or indirectly.
6. CAM serves as the investment manager to Fund III, Cormorant Private Healthcare Fund IV, LP ("Fund IV"), Fund V, and Master Fund (collectively, the "Cormorant Funds"). Cormorant Private Healthcare GP III, LLC ("GP III") is the general partner of Fund III; Cormorant Private Healthcare GP IV, LLC ("GP IV") is the general partner of Fund IV; Cormorant Private Healthcare GP V, LLC ("GP V") is the general partner of Fund V; and Cormorant Global Healthcare GP, LLC ("Global GP") is the general partner of the Master Fund. Bihua Chen serves as the managing member of GP III, GP IV, GP V, and Global GP, and as the general partner of CAM. Accordingly, Ms. Chen has voting and investment discretion with respect to the shares held by each of the Cormorant Funds and CAM. Ms. Chen disclaims any beneficial ownership of the securities held by each of the Cormorant Funds other than to the extent of any pecuniary interest she may have therein, directly or indirectly.
Remarks:
Ms. Chen serves on the Board of Directors of the Issuer. Sponsor and the Cormorant Funds may be deemed to be directors by deputization as a result of the service of Ms. Chen.
/s/ Bihua Chen07/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)