Bioventus (BVS): Nantahala Reports 7.96% Stake (5.28M Shares)

Nantahala Capital Management, LLC and two principals report beneficial ownership of 5,280,842 shares of Bioventus Inc. Class A common stock, representing 7.96% of the outstanding class as of June 30, 2025.

Rhea-AI Filing Summary

Nantahala Capital Management, LLC and two principals report beneficial ownership of 5,280,842 shares of Bioventus Inc. Class A common stock, representing 7.96% of the outstanding class as of June 30, 2025. The filing states the shares are held by funds and separately managed accounts under Nantahala's control and that Nantahala and its managing members, Wilmot B. Harkey and Daniel Mack, share voting and dispositive power over these shares but have no sole voting or dispositive power. The filing is submitted on a Schedule 13G/A indicating the holdings are in the ordinary course of business and not intended to influence control of the issuer. The document includes the issuer address and signatures dated August 14, 2025.

Insights

Financial Analyst

TL;DR: Nantahala holds a near-8% passive stake (5.28M shares) in Bioventus, significant ownership but reported as passive under Schedule 13G/A.

Nantahala's 7.96% position is large enough to attract investor attention because it exceeds the 5% disclosure threshold and could influence liquidity or perception of investor support. However, the use of Schedule 13G/A and the certification that holdings are in the ordinary course suggests no active intent to change control. The shared voting/dispositive power indicates coordinated control across the adviser and its principals rather than individual sole control, which limits immediate governance implications. Monitor for any future amendments or Schedule 13D filings that would signal activist intentions.

Corporate Governance Expert

TL;DR: A 7.96% shared position is material for governance monitoring but is presented as passive; no immediate governance action signaled.

The filing identifies Wilmot Harkey and Daniel Mack as managing members who may be deemed beneficial owners through their roles at Nantahala. The absence of sole voting power and the Schedule 13G/A classification reduce immediate governance concerns. Still, investors and the board should note the size of the stake because coordinated voting by a nearly 8% holder can affect close shareholder votes or proxy contests if positions change. The signatures and dates confirm the filing's timeliness and formal certification of passive intent.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/14/2025 - 04:31 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

BIOVENTUS INC.

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

09075A108

(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. 09075A108

1

Names of Reporting Persons

Nantahala Capital Management, LLC

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

MASSACHUSETTS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 5,280,842.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,280,842.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,280,842.00

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)

7.96 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 09075A108

1

Names of Reporting Persons

Wilmot B. Harkey

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 5,280,842.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,280,842.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,280,842.00

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)

7.96 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

CUSIP No. 09075A108

1

Names of Reporting Persons

Daniel Mack

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 5,280,842.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,280,842.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,280,842.00

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)

7.96 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BIOVENTUS INC.
(b)	Address of issuer's principal executive offices: 4721 EMPEROR BOULEVARD, SUITE 100 DURHAM, NORTH CAROLINA, 27703
Item 2.
(a)	Name of person filing: (1) Nantahala Capital Management, LLC ("Nantahala") (2) Wilmot B. Harkey (3) Daniel Mack (together the "Reporting Persons")
(b)	Address or principal business office or, if none, residence: 130 Main St. 2nd Floor, New Canaan, Connecticut 06840
(c)	Citizenship: (1) Nantahala is a Massachusetts limited liability company. (2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)	Title of class of securities: Class A Common Stock, $0.001 par value per share
(e)	CUSIP No.: 09075A108
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: As of June 30, 2025, Nantahala may be deemed to be the beneficial owner of 5,280,842 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares.
(b)	Percent of class: As of June 30, 2025, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding: (1) Nantahala Capital Management, LLC ("Nantahala") : 7.96% (2) Wilmot B. Harkey: 7.96% (3) Daniel Mack: 7.96%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: (1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares. (2) Wilmot B. Harkey: 0 Shares. (3) Daniel Mack: 0 Shares.
	(ii) Shared power to vote or to direct the vote: (1) Nantahala Capital Management, LLC ("Nantahala") : 5,280,842 Shares. (2) Wilmot B. Harkey: 5,280,842 Shares. (3) Daniel Mack: 5,280,842 Shares.
	(iii) Sole power to dispose or to direct the disposition of: (1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares. (2) Wilmot B. Harkey: 0 Shares. (3) Daniel Mack: 0 Shares.
	(iv) Shared power to dispose or to direct the disposition of: (1) Nantahala Capital Management, LLC ("Nantahala") : 5,280,842 Shares. (2) Wilmot B. Harkey: 5,280,842 Shares. (3) Daniel Mack: 5,280,842 Shares.
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.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
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.

Nantahala Capital Management, LLC

Signature:	/s/ Taki Vasilakis
Name/Title:	Taki Vasilakis / Chief Compliance Officer
Date:	08/14/2025

Wilmot B. Harkey

Signature:	/s/ Wilmot B. Harkey
Name/Title:	Wilmot B. Harkey
Date:	08/14/2025

Daniel Mack

Signature:	/s/ Daniel Mack
Name/Title:	Daniel Mack
Date:	08/14/2025