[SCHEDULE 13G/A] BioAge Labs, Inc. SEC Filing

Rhea-AI Filing Summary

BioAge Labs, Inc. is reported to have meaningful institutional ownership from Cormorant Asset Management, LP and Bihua Chen, who together beneficially own 2,140,605 shares of common stock, representing 5.97% of the company's outstanding common shares based on 35,850,037 shares outstanding as of August 1, 2025.

The filing shows shared voting and shared dispositive power for all reported shares (no sole voting or dispositive power). It is submitted on Schedule 13G/A and includes certifications that the securities are held in the ordinary course of business and were not acquired to change or influence control of the issuer.

Positive

• Reporting persons beneficially own 2,140,605 shares, representing 5.97% of BioAge's common stock based on 35,850,037 shares outstanding as of August 1, 2025.
• Filing includes a formal certification that the securities are held in the ordinary course and were not acquired to change or influence control of the issuer.

Negative

• None.

Insights

Financial Analyst

TL;DR: Cormorant and Bihua Chen report a 5.97% passive stake (2.14M shares), significant ownership but certified as non-control.

The Schedule 13G/A shows the reporting persons collectively hold 2,140,605 shares, equal to 5.97% of BioAge based on the issuer's stated 35,850,037 shares outstanding as of August 1, 2025. All authority is reported as shared voting and shared dispositive power, with no sole control. The filing's certification that holdings are in the ordinary course and not intended to change control limits near-term governance implications, though a near-6% stake is material for monitoring institutional interest.

Corporate Governance Expert

TL;DR: Schedule 13G/A classification and the certification indicate a passive position; limited immediate governance impact despite material size.

The report identifies the filers as an investment adviser and an individual associated with the adviser, with all reported power listed as shared. Because the statement affirms the holdings were not acquired to influence control, this filing aligns with passive disclosure rules rather than an active Section 13D campaign. Governance consequences are therefore likely limited unless subsequent filings or actions change that posture.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

BioAge Labs, Inc.

(Name of Issuer)

Common Stock, par value $0.00001 per share

(Title of Class of Securities)

09077V100

(CUSIP Number)

06/30/2025

(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 2,140,605.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,140,605.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,140,605.00

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)

5.97 %

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 2,140,605.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,140,605.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,140,605.00

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)

5.97 %

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: 2,140,605
(b)	Percent of class: 5.97%
(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: 2,140,605
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 2,140,605 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 June 30, 2025 as filed with the Securities and Exchange Commission on August 6, 2025, that there were 35,850,037 shares of Common Stock of the Issuer outstanding as of August 1, 2025.
Item 5.	Ownership of 5 Percent or Less of a Class.
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:	08/14/2025

Bihua Chen

Signature:	/s/ Bihua Chen
Name/Title:	Bihua Chen
Date:	08/14/2025

Exhibit Information

JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G/A, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning her or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that she or it knows or has reason to believe that such information is inaccurate. Dated: August 14, 2025 Cormorant Asset Management, LP By: Cormorant Asset Management GP, LLC its General Partner By: /s/ Bihua Chen Bihua Chen, Managing Member Bihua Chen By: /s/ Bihua Chen Bihua Chen

FAQ

How many BioAge (BIOA) shares do Cormorant Asset Management and Bihua Chen report owning?

They report beneficial ownership of 2,140,605 shares of BioAge common stock.

What percentage of BIOA does the reported stake represent?

The reported holding represents 5.97% of BioAge's outstanding common stock.

On what basis was the percentage ownership calculated for BIOA?

The percentage is calculated using the issuer's statement of 35,850,037 shares outstanding as of August 1, 2025.

Do the reporting persons claim sole voting or dispositive power over the BIOA shares?

No; the filing shows 0 sole voting power and 0 sole dispositive power, with 2,140,605 shares listed as shared voting and shared dispositive power.

Is this filing a Schedule 13G or 13D for BIOA and what does it state about intent?

This is a Schedule 13G/A and it includes certifications that the holdings are held in the ordinary course of business and were not acquired to change or influence control of the issuer.