Cormorant Asset Management (BIOA) discloses passive 5.69% BioAge Labs stake

Rhea-AI Filing Summary

Cormorant Asset Management, LP and Bihua Chen have reported a passive 5.69% ownership stake in BioAge Labs, Inc. common stock. They beneficially own 2,040,605 shares, with no sole voting or dispositive power and all authority shared through Cormorant-managed funds.

The percentage is based on 35,855,037 BioAge shares outstanding as of October 31, 2025, as disclosed in the company’s Form 10-Q. The reporting persons certify that the holdings were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of BioAge Labs.

Insights

Institutional ownership analyst

Institutional holder discloses a passive 5.69% stake in BioAge.

Cormorant Asset Management and Bihua Chen report beneficial ownership of 2,040,605 BioAge Labs shares, representing 5.69% of the company’s common stock. All voting and dispositive power is shared, with no sole authority reported.

The certification states the stake is held in the ordinary course of business and not to change or influence control, indicating a passive institutional position. Actual impact on trading or governance will depend on future portfolio decisions and any subsequent ownership changes disclosed in later filings.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

BioAge Labs, Inc.

(Name of Issuer)

Common Stock, par value $0.00001 per share

(Title of Class of Securities)

09077V100

(CUSIP Number)

12/31/2025

(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)

SCHEDULE 13G

CUSIP No. 09077V100

1

Names of Reporting Persons

Cormorant Asset Management, LP

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 2,040,605.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,040,605.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,040,605.00

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)

5.69 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 09077V100

1

Names of Reporting Persons

Bihua Chen

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 2,040,605.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,040,605.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,040,605.00

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)

5.69 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BioAge Labs, Inc.
(b)	Address of issuer's principal executive offices: 5885 Hollis Street, Suite 370 Emeryville, CA 94608
Item 2.
(a)	Name of person filing: Cormorant Asset Management, LP Bihua Chen This statement is filed by (i) Cormorant Asset Management, LP, a Delaware limited partnership, and the investment adviser to certain funds (the "Cormorant Funds"), with respect to the shares directly held by the Cormorant Funds and (ii) Bihua Chen with respect to the shares directly held by the Cormorant Funds. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the shares reported herein.
(b)	Address or principal business office or, if none, residence: 200 Clarendon Street, 52nd Floor Boston, MA 02116
(c)	Citizenship: Cormorant Asset Management, LP - Delaware Bihua Chen - United States
(d)	Title of class of securities: Common Stock, par value $0.00001 per share
(e)	CUSIP No.: 09077V100
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: 2,040,605
(b)	Percent of class: 5.69%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 2,040,605
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 2,040,605 The percentages reported herein with respect to the Reporting Persons' holdings are calculated based upon a statement in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025, as filed with the Securities and Exchange Commission on November 6, 2025, that there were 35,855,037 shares of Common Stock of the Issuer outstanding as of October 31, 2025.
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.
	Not Applicable
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 acquired and are held in the ordinary course of business and 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.

Cormorant Asset Management, LP

Signature:	/s/ Bihua Chen
Name/Title:	Bihua Chen, Managing Member
Date:	02/17/2026

Bihua Chen

Signature:	/s/ Bihua Chen
Name/Title:	Bihua Chen
Date:	02/17/2026

Exhibit Information

Joint Filing Statement, incorporated by reference to the Joint Filing Statement included with the Schedule 13G filed by the Reporting Persons on February 14, 2025.

FAQ

What stake in BioAge Labs (BIOA) does Cormorant Asset Management report?

Cormorant Asset Management and Bihua Chen report beneficial ownership of 2,040,605 BioAge Labs shares, representing 5.69% of the company’s common stock. This percentage is calculated using 35,855,037 shares outstanding as of October 31, 2025, from BioAge’s Form 10-Q.

Is Cormorant Asset Management’s position in BioAge Labs (BIOA) passive or active?

The filing states the BioAge Labs shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. This language characterizes Cormorant Asset Management’s position as a passive institutional investment under Schedule 13G.

How many BioAge Labs (BIOA) shares does Bihua Chen control under this Schedule 13G/A?

Bihua Chen is reported as a beneficial owner of 2,040,605 BioAge Labs common shares, the same amount attributed to Cormorant Asset Management. All these shares are held through Cormorant-managed funds, with shared voting and dispositive power and no sole authority reported.

What voting and dispositive power does Cormorant have over BioAge Labs (BIOA) shares?

The reporting persons show 0 shares with sole voting and dispositive power and 2,040,605 shares with shared voting and dispositive power. This means authority over the stake is exercised jointly, consistent with holdings through Cormorant Funds advised by Cormorant Asset Management.

How was the 5.69% ownership in BioAge Labs (BIOA) calculated in this filing?

The 5.69% ownership figure is based on 2,040,605 beneficially owned shares divided by 35,855,037 BioAge common shares outstanding. That outstanding share count comes from BioAge Labs’ Form 10-Q for the quarter ended September 30, 2025, stating shares outstanding as of October 31, 2025.

Who are the reporting persons in the BioAge Labs (BIOA) Schedule 13G/A Amendment No. 2?

The Schedule 13G/A Amendment No. 2 identifies Cormorant Asset Management, LP, a Delaware limited partnership and investment adviser to certain funds, and Bihua Chen, a U.S. individual, as the joint reporting persons with respect to the BioAge Labs common stock position.