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Biomea Fusion, Inc. SEC Filings

BMEA NASDAQ

Welcome to our dedicated page for Biomea Fusion SEC filings (Ticker: BMEA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Biomea Fusion, Inc. filings document the regulatory disclosures of a Nasdaq-listed clinical-stage biopharmaceutical company developing oral small-molecule therapies for metabolic diseases. Its 8-K reports furnish operating and financial results, Regulation FD corporate presentations, clinical-program updates, and capital-structure information for its common stock.

The company’s proxy materials cover annual meeting voting matters, board elections, auditor ratification, executive and director governance, and stockholder voting procedures. These filings frame Biomea’s disclosures around icovamenib, BMF-650, pipeline development, financing needs, governance, and public-company reporting obligations.

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Biomea Fusion, Inc. (BMEA) filed its Q3 2025 report, highlighting reduced operating spend and liquidity pressure. The company reported a Q3 net loss of $16.4 million and basic/diluted loss per share of $0.27. Operating expenses fell to $20.8 million, driven by lower research and development costs, while interest and other income was $4.4 million.

Cash, cash equivalents and restricted cash were $47.0 million as of September 30, 2025. The filing states there is substantial doubt about the company’s ability to continue as a going concern, absent additional financing. A $2.2 million non‑cash impairment was recorded after ceasing laboratory use for R&D. A warrant liability of $17.9 million reflects the fair value of common warrants issued in June 2025.

To bolster liquidity, the company completed public offerings in June and on October 6, 2025, with the October transaction generating approximately $25.0 million in gross proceeds. Shares outstanding were 59,508,518 as of September 30, 2025 and 70,703,639 as of October 31, 2025. Clinical programs continue, including Phase II trials of icovamenib in diabetes and the IND‑cleared BMF‑650 with an ongoing Phase I trial.

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Biomea Fusion, Inc. (BMEA) furnished a press release announcing its financial results for the quarter ended September 30, 2025. The release is included as Exhibit 99.1 to a current report on Form 8-K under Item 2.02 (Results of Operations and Financial Condition). The company notes that the information provided under Item 2.02 and Exhibit 99.1 is being furnished, not filed, under the Exchange Act.

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This amendment reports that a Cormorant investment group and director Bihua Chen together hold a meaningful minority stake in Biomea Fusion, Inc. The filing discloses group-wide shared voting and dispositive power over 3,570,872 shares, equal to 5.15% of common stock, and that Ms. Chen separately holds or controls an additional 110,792 shares and options exercisable within 60 days, bringing her aggregate economic interest to 3,681,664 shares or 5.31% of the company.

The percentage calculations use a post-offering share count of 69,322,377 common shares as stated in the filing materials. The filing also notes there were no transactions in the issuer's securities by the reporting persons during the sixty-day period before this statement, and it updates identity, citizenship, and source-of-funds information for the reporting entities.

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Biomea Fusion, Inc. filed an Form 8-K reporting several exhibits tied to a securities offering and related legal opinions. The filing lists an Underwriting Agreement dated October 6, 2025 naming Jefferies LLC as representative, forms for a Pre-Funded Warrant and a Common Stock Warrant, and an opinion and consent from Goodwin Procter LLP (consent included in Exhibit 5.1). The company also attached two press releases dated October 6, 2025 and October 7, 2025 and an interactive XBRL cover page. The filing is signed by the company on October 7, 2025.

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Biomea Fusion, Inc. (BMEA) is offering common shares together with accompanying common stock warrants or pre-funded warrants at a combined public offering price of $2.05 per unit, with total proceeds of approximately $24.999M without option exercise and up to $28.75M if the underwriters’ option is fully exercised. Each common stock warrant has an initial exercise price of $2.50, is exercisable immediately and expires three years after issuance. Pre-funded warrants have an exercise price of $0.0001 and are exercisable on a cashless basis subject to ownership limitations (default thresholds of 4.99 or 9.99, expandable to 19.99 with notice).

Proceeds are intended to fund the Phase IIb development of Icovamenib in type 2 diabetes and clinical development of the oral GLP-1 receptor agonist candidate BMF-650, plus general corporate purposes. The prospectus notes limited liquidity for the warrants (no listing expected) and lock-up agreements restricting certain insiders for 60 days. Tax and transfer mechanics for non-U.S. holders and exercise limitations are described; holders have no stockholder rights until exercise.

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Biomea Fusion, Inc. (BMEA) is offering shares of common stock together with accompanying common stock warrants (and pre-funded warrants in lieu thereof) as described in this prospectus supplement. The offering is included within up to $300.0 million of shares that may be sold under the accompanying prospectus. Each common stock warrant will be exercisable immediately, has an initial exercise price subject to adjustment, and will expire three years from issuance. The company intends to use net proceeds, together with existing cash, to fund the Phase IIb development of Icovamenib in type 2 diabetes and clinical development of its oral GLP-1 receptor agonist candidate, BMF-650, for obesity and diabetes, plus general corporate purposes. The prospectus notes that the warrants (including pre-funded warrants) are not expected to be listed, limiting liquidity, and that exercise of pre-funded warrants is typically cashless (exercise price $0.0001). The document highlights potential dilution from future equity issuances, lock-up agreements with possible early releases, and U.S. and non-U.S. tax and withholding considerations for holders.

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Biomea Fusion, Inc. reported new 52-week results from its Phase II COVALENT-111 trial of icovamenib in adults with type 2 diabetes. The topline efficacy analysis focused on 163 patients who completed at least 80% of planned dosing and were on one or more antihyperglycemic drugs at baseline.

Among a prespecified subgroup of 10 severe insulin-deficient patients treated for 12 weeks, icovamenib produced a durable 1.2% reduction in HbA1c through Week 52, with Arm B (6 patients; 100mg once daily for 12 weeks) showing a 1.5% HbA1c reduction, both with p=0.01. In 11 participants already on GLP-1-based therapy but not at glycemic targets, 8 or 12 weeks of icovamenib led to a 1.3% HbA1c reduction (p=0.05) sustained to Week 52.

Icovamenib was generally well tolerated over 52 weeks, with no treatment-related serious adverse events or discontinuations reported. The company outlines plans for additional Phase II studies, including a Phase IIb trial in severe insulin-deficient type 2 diabetes and a Phase II trial in patients on GLP-1 therapy, both expected to initiate in the fourth quarter of 2025.

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Biomea Fusion, Inc. reporting persons disclosed their beneficial ownership of the company’s common stock. The filing shows that Rainer M. Erdtmann beneficially owns an aggregate of 2,975,224 shares, representing approximately 5.2% of the outstanding class on the basis reported. That total includes 482,404 shares issuable upon exercise of options exercisable within 60 days plus directly held shares and shares held in trusts and for family members.

Related entities Point Sur Investors, LLC and Point Sur Investors Fund I, L.P. directly hold 252,320 and 228,470 shares, respectively (a combined 480,790 shares), over which Mr. Erdtmann has shared voting and dispositive power as the managing member and general partner.

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Michael J.M. Hitchcock, who serves as Interim CEO and a director of Biomea Fusion, Inc. (BMEA), was granted a stock option giving him the right to purchase 916,434 shares of common stock at an exercise price of $1.53 per share. The option vests in 16 substantially equal quarterly installments beginning after August 8, 2025 and will be fully vested on August 8, 2029, subject to continued service. The option expires on August 10, 2035 and is reported as directly beneficially owned.

This filing records an executive equity award with a multiyear vesting schedule and a single stated exercise price; the form does not disclose total outstanding shares, prior holdings for this reporting person, or cashless-exercise provisions, so the potential dilution or relative size of the grant cannot be determined from this document alone.

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Rainer M. Erdtmann, a director and officer of Biomea Fusion (BMEA), reported multiple late-January 2025 stock transfers and a large option award. On 01/28/2025 he disposed of 40,000 shares and on 01/31/2025 recorded three additional disposals of 10,000 each alongside three indirect acquisitions of 10,000 shares attributed to his children, leaving 643,027 shares held directly following those transactions.

The filing discloses indirect holdings held in Trust 1 (174,614), Trust 2 (1,134,989), Point Sur Investors Fund I, LP (228,470) and Point Sur Investors, LLC (252,320). It also reports a grant of 1,246,989 stock options on 08/11/2025 with a $1.53 exercise price, vesting in 16 quarterly installments beginning 08/08/2025 and fully vesting 08/08/2029, expiring 08/10/2035.

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FAQ

How many Biomea Fusion (BMEA) SEC filings are available on StockTitan?

StockTitan tracks 42 SEC filings for Biomea Fusion (BMEA), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Biomea Fusion (BMEA)?

The most recent SEC filing for Biomea Fusion (BMEA) was filed on November 4, 2025.