Opus Genetics, Inc. Schedule 13G disclosures show that a group of affiliated Bios entities and related parties report shared beneficial ownership of 3,683,429 shares, representing 6.2% of the common stock (based on 59,661,197 shares outstanding as of May 12, 2025). The holdings are reported as shared voting and dispositive power; individual Bios Fund III vehicles report smaller direct stakes (for example, Bios Fund III QP, LP reports 2,801,953 shares or 4.7%). The filing identifies the security as Common Stock, par $0.0001, CUSIP 00887A204.
The Schedule includes standard confirmations of passive intent: the filers certify the securities were not acquired to change or influence issuer control. Contact and organizational details are provided for the issuer (principal office in Durham, NC) and the filers (principal office in Fort Worth, TX), and related organizational relationships among the Bios and Cavu entities are disclosed to explain shared power.
Positive
Material ownership disclosed: Bios Equity Partners III and affiliated entities report 3,683,429 shares (6.2%), exceeding 5% reporting threshold
Clear organizational disclosure: The filing explains the relationships among the Bios III funds, Bios Equity III, Cavu Management, Bios Management, and related advisors which clarifies shared voting/dispositive power
Passive intent certified: Item 10 includes an explicit certification that the securities were not acquired to change or influence control
Negative
None.
Insights
TL;DR: A group of affiliated Bios entities disclosed a passive, >5% aggregate stake (3.68M shares; 6.2%), reported as shared voting/dispositive power.
The Schedule 13G shows the Bios III funds and affiliated managers collectively hold 3,683,429 shares (6.2%) of Opus Genetics' common stock, using 59,661,197 shares outstanding as the basis for the percentage. The filing reports shared voting and dispositive authority across multiple entities, and includes an explicit certification that the holdings are not intended to influence control. For investors this is a material ownership disclosure—above the 5% reporting threshold—but the Schedule 13G format and the Item 10 certification indicate a passive position rather than an activist or control-seeking stake.
TL;DR: Ownership structure is clearly disclosed with affiliated entities and advisers showing shared authority; filing asserts passive intent.
The filing details the chain of relationships—Bios Equity Partners III as general partner of the Bios III Funds and Cavu/Bios management/advisory entities above that level—explaining why multiple affiliated entities report identical aggregate holdings (3,683,429 shares; 6.2%). The Schedule provides transparency on shared voting and dispositive power, which is important for governance disclosure. The Item 10 certification explicitly states the securities were not acquired to change or influence issuer control, consistent with a passive investor filing under Schedule 13G.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
OPUS GENETICS, INC.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
00887A204
(CUSIP Number)
05/05/2025
(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.
00887A204
1
Names of Reporting Persons
BIOS FUND III, 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
430,665.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
430,665.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
430,665.00
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)
0.7 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Percentage based on 59,661,197 shares of the Issuer's common stock, par value $0.0001 per share ("Shares") outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
BIOS FUND III QP, 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
2,801,953.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,801,953.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,801,953.00
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)
4.7 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
BIOS FUND III NT, 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
450,811.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
450,811.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
450,811.00
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)
0.8 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
BIOS EQUITY PARTNERS III, 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
TEXAS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds (defined below). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of each of Bios Fund III, LP ("Bior Fund III), Bios Fund III QP, LP ("Bios Fund III QP) and Bios Fund III NT, LP ("Bios Fund III NT) (collectively, the "Bios III Funds), and, in its capacity as such, may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
CAVU 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
TEXAS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds. Bios Equity III is the general partner of each of the Bios III Funds. Cavu Management, LP ("Cavu Management") is a general partner of Bios Equity III and, in its capacity as such, may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
BIOS CAPITAL 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
TEXAS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds. Bios Equity III is the general partner of each of the Bios III Funds. Bios Capital Management, LP ("Bios Management") is a general partner of Bios Equity III and, in its capacity as such, may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
CAVU ADVISORS, 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
TEXAS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds. Bios Equity III is the general partner of each of the Bios III Funds. Cavu Management is a general partner of Bios Equity III. Cavu Advisors, LLC ("Cavu Advisors") is the general partner of Cavu Management and, in its capacity as such, may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
BIOS ADVISORS GP, 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
TEXAS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds. Bios Equity III is the general partner of each of the Bios III Funds. Bios Management is a general partner of Bios Equity III. Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management and, in its capacity as such, may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
LESLIE WAYNE KREIS, JR.
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
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds. Bios Equity III is the general partner of each of the Bios III Funds. Cavu Management is a general partner of Bios Equity III. Cavu Advisors, an entity controlled by Mr. Kreis, is the general partner of Cavu Management. As the manager of Cavu Advisors, Mr. Kreis may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
CUSIP No.
00887A204
1
Names of Reporting Persons
AARON GLENN LOUIS FLETCHER
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
3,683,429.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,683,429.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,683,429.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Shared voting and dispositive power consists of 3,683,429 Shares held directly in the aggregate by the Bios III Funds. Bios Equity III is the general partner of each of the Bios III Funds. Bios Management is a general partner of Bios Equity III. Bios Advisors, an entity controlled by Dr. Fletcher, is the general partner of Bios Management. As the manager of Bios Advisors, Dr. Fletcher may be deemed to have shared voting and/or dispositive power with respect to securities directly held by the Bios III Funds.
Percentage based on 59,661,197 Shares outstanding as of May 12, 2025, as reported in the Issuer's Current Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
OPUS GENETICS, INC.
(b)
Address of issuer's principal executive offices:
8 Davis Drive Durham, NC, 27713
Item 2.
(a)
Name of person filing:
This Schedule 13G is being jointly filed by: Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Equity III, Cavu Management, Bios Management, Cavu Advisors, Bios Advisors, Mr. Kreis, and Dr. Fletcher.
(b)
Address or principal business office or, if none, residence:
1751 River Run #400 Fort Worth, TX 76107
(c)
Citizenship:
Item 2(A) is incorporated herein by reference.
(d)
Title of class of securities:
Common Stock, $0.0001 par value per share
(e)
CUSIP No.:
00887A204
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:
The information contained in Item 9 of the cover pages of this Schedule 13G is hereby incorporated by reference into this Item 4.
(b)
Percent of class:
The information contained in Item 11 of the cover pages of this Schedule 13G is hereby incorporated by reference into this Item 4.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information contained in Item 5 of the cover pages of this Schedule 13G is hereby incorporated by reference into this Item 4.
(ii) Shared power to vote or to direct the vote:
The information contained in Item 6 of the cover pages of this Schedule 13G is hereby incorporated by reference into this Item 4.
(iii) Sole power to dispose or to direct the disposition of:
The information contained in Item 7 of the cover pages of this Schedule 13G is hereby incorporated by reference into this Item 4.
(iv) Shared power to dispose or to direct the disposition of:
The information contained in Item 8 of the cover pages of this Schedule 13G is hereby incorporated by reference into this Item 4.
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 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.
BIOS FUND III, LP
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
BIOS FUND III QP, LP
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
BIOS FUND III NT, LP
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
BIOS EQUITY PARTNERS III, LP
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
CAVU MANAGEMENT, LP
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
BIOS CAPITAL MANAGEMENT, LP
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
CAVU ADVISORS, LLC
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
BIOS ADVISORS GP, LLC
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
LESLIE WAYNE KREIS, JR.
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
AARON GLENN LOUIS FLETCHER
Signature:
John Fucci
Name/Title:
Attorney-in-Fact
Date:
08/11/2025
Exhibit Information
Exhibit 99.1 - Joint Filing Agreement
Exhibit 99.2 - Power of Attorney
Who filed the Schedule 13G for Opus Genetics (OCUP)?
The Schedule 13G was jointly filed by Bios Fund III, LP; Bios Fund III QP, LP; Bios Fund III NT, LP; Bios Equity Partners III, LP; Cavu Management, LP; Bios Capital Management, LP; Cavu Advisors, LLC; Bios Advisors GP, LLC; Leslie Wayne Kreis, Jr.; and Aaron Glenn Louis Fletcher.
How many Opus Genetics (OCUP) shares does the Bios group report and what percent is that?
The Bios group reports an aggregate of 3,683,429 shares, representing 6.2% of Opus Genetics' common stock based on 59,661,197 shares outstanding as of May 12, 2025.
Does the filing indicate whether the stake is passive or control-seeking?
Yes. Item 10 contains a certification that the securities were not acquired and are not held to change or influence control of the issuer, indicating a passive position.
What type and class of security is reported in the filing?
Common Stock, $0.0001 par value per share of Opus Genetics, Inc., CUSIP 00887A204.
What basis was used to calculate the percentage ownership?
The percentage is based on 59,661,197 shares outstanding of the issuer's common stock, as reported in the issuer's current report filed May 15, 2025 (reflecting outstanding shares as of May 12, 2025).
Where are the issuer and filer principal offices located as stated in the filing?
Issuer principal office: 8 Davis Drive, Durham, NC 27713. Filers' principal business office: 1751 River Run #400, Fort Worth, TX 76107.
