BioAge Labs (NASDAQ: BIOA) CMO exercises options and sells 7,433 shares

Rhea-AI Filing Summary

BioAge Labs, Inc. Chief Medical Officer Paul D. Rubin reported option exercises and a share sale in the company’s stock. On February 2, 2026, he exercised stock options for 5,433 shares at $4.11 and 2,000 shares at $6.57 of common stock.

On the same date, he sold 7,433 shares of common stock at $18.75 per share, leaving him with 0 shares of common stock held directly after the reported transactions. The filing notes that the sale was executed under a Rule 10b5-1 trading plan adopted on November 5, 2024. He continues to hold stock options, including awards that are fully vested or vest monthly over time.

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^*

RUBIN PAUL D

(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 Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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	02/02/2026		M(1)		5,433	A	$4.11	5,433	D
Common Stock	02/02/2026		M(1)		2,000	A	$6.57	7,433	D
Common Stock	02/02/2026		S(1)		7,433	D	$18.75	0	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)	$4.11	02/02/2026		M(1)			5,433	(2)	06/30/2030	Common Stock	5,433	$0	10,870	D
Stock Option (Right to Buy)	$6.57	02/02/2026		M(1)			2,000	(3)	05/28/2032	Common Stock	2,000	$0	5,383	D

Explanation of Responses:

1. The transaction reported on this Form 4 was executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 5, 2024.

2. This option is fully vested. Pursuant to the terms of the reporting person's award agreement with the Issuer, the award became fully vested on May 11, 2024.

3. The option vested or vests as to 1/48th of the total award monthly, with the first tranche vested on April 1, 2022, 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.

	/s/ Dov A. Goldstein as attorney-in-fact	02/03/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did BIOA’s Chief Medical Officer report on February 2, 2026?

BioAge Labs’ Chief Medical Officer Paul D. Rubin reported exercising options for 7,433 shares and selling 7,433 common shares on February 2, 2026. The sale occurred at $18.75 per share, according to his Form 4 insider trading report.

How many BioAge Labs (BIOA) shares did the CMO sell and at what price?

Paul D. Rubin sold 7,433 shares of BioAge Labs common stock at $18.75 per share. These shares came from option exercises the same day, as disclosed in the Form 4 insider transaction filing.

What stock options did the BIOA Chief Medical Officer exercise in this Form 4?

Paul D. Rubin exercised stock options for 5,433 shares at $4.11 and 2,000 shares at $6.57. Both option exercises occurred on February 2, 2026 and converted into common shares before the reported sale.

Did the BIOA insider sale occur under a Rule 10b5-1 trading plan?

Yes. The filing states the February 2, 2026 transaction was executed under a Rule 10b5-1 trading plan adopted by Paul D. Rubin on November 5, 2024, indicating a pre-arranged schedule for trading BioAge Labs shares.

How many BioAge Labs (BIOA) common shares did the CMO hold after the reported transactions?

After exercising options and selling 7,433 shares at $18.75, Paul D. Rubin reported holding 0 shares of BioAge Labs common stock directly. However, he retained stock options representing rights to acquire additional shares in the future.

What are the key vesting terms disclosed for the BIOA stock options in this Form 4?

One option award was fully vested by May 11, 2024 under the award agreement. Another vests in 1/48th monthly tranches, starting April 1, 2022, with each tranche requiring Paul D. Rubin’s continued service on each vesting date.