BioAge Labs (BIOA) CFO sells 27,000 shares after 10b5-1 plan trade

Rhea-AI Filing Summary

BioAge Labs, Inc. Chief Financial Officer Dov A. Goldstein reported an option exercise and related share sales. On 01/13/2026 he exercised a stock option for 27,000 shares of common stock at an exercise price of $8.39 per share, increasing his directly held common stock to 49,408 shares and leaving 92,587 stock options beneficially owned.

On the same date, he sold an aggregate of 27,000 common shares in multiple transactions at weighted average prices of $18.4278, $19.4526, $20.5392 and $21.0808 per share, leaving 22,408 common shares beneficially owned directly. The filing notes these trades were executed pursuant to a Rule 10b5-1 trading plan adopted on December 2, 2024, and that the option vests in 1/48th monthly installments beginning May 17, 2024, with an early exercise feature.

SEC Form 4

FORM 4

UNITED 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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

GOLDSTEIN DOV A MD

(Last) (First) (Middle)

C/O BIOAGE LABS, INC.

5885 HOLLIS STREET, SUITE 370

(Street)

EMERYVILLE CA 94608

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BioAge Labs, Inc. [ BIOA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/13/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/13/2026		M(1)		27,000	A	$8.39	49,408	D
Common Stock	01/13/2026		S(1)		8,974	D	$18.4278(2)	40,434	D
Common Stock	01/13/2026		S(1)		4,440	D	$19.4526(3)	35,994	D
Common Stock	01/13/2026		S(1)		11,663	D	$20.5392(4)	24,331	D
Common Stock	01/13/2026		S(1)		1,923	D	$21.0808(5)	22,408	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$8.39	01/13/2026		M(1)			27,000	(6)	04/16/2034	Common Stock	27,000	$0	92,587	D

Explanation of Responses:

1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 2, 2024.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.00 to $18.91 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote and in footnotes 3 through 5 of this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.00 to $19.86 per share, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.04 to $21.02 per share, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.04 to $21.15 per share, inclusive.

6. The option vested or vests as to 1/48th of the total award monthly, with the first tranche vesting on May 17, 2024, and each subsequent tranche vesting on the monthly anniversary thereof, subject to the reporting person's continued service to the Issuer on each vesting date. Additionally, the entire award is exercisable at any time pursuant to an early exercise feature of the option award.

	/s/ Dov A. Goldstein	01/15/2026
	** Signature of Reporting Person	Date
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).
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FAQ

What insider transaction did BioAge Labs (BIOA) disclose in this Form 4?

The Form 4 reports that Chief Financial Officer Dov A. Goldstein exercised a stock option for 27,000 shares of common stock at $8.39 per share on 01/13/2026 and conducted related sales of common stock on the same date.

How many BioAge Labs (BIOA) shares did the CFO sell and at what prices?

On 01/13/2026 the CFO sold a total of 27,000 shares of common stock in several transactions at weighted average prices of $18.4278, $19.4526, $20.5392 and $21.0808 per share, with each price representing multiple trades within specified ranges between $18.00 and $21.15.

How many BioAge Labs (BIOA) shares and options does the CFO hold after these transactions?

Following the reported transactions, the CFO beneficially owns 22,408 shares of BioAge Labs common stock directly and 92,587 stock options (right to buy common stock).

Were the BioAge Labs (BIOA) insider sales part of a Rule 10b5-1 trading plan?

Yes. A footnote states that the transactions were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 2, 2024.

What are the vesting terms of the BioAge Labs (BIOA) stock option exercised by the CFO?

The option vests as to 1/48th of the total award monthly, with the first tranche vesting on May 17, 2024 and each subsequent tranche vesting on the monthly anniversary, and the entire award is exercisable at any time under an early exercise feature.

What is the CFOs role and relationship to BioAge Labs (BIOA)?

The reporting person, Dov A. Goldstein, M.D., is identified as an officer of BioAge Labs, Inc. with the title Chief Financial Officer, and is not marked as a director or 10% owner in the filing.