Patrick G. Enright - Sep 25, 2024 Form 4 Insider Report for BioAge Labs, Inc. (BIOA)

Role: Director
Signature: /s/ Dov A. Goldstein as attorney-in-fact
Stock symbol: BIOA
Transactions as of: Sep 25, 2024
Transactions value $: $7,200,000
Form type: 4
Date filed: 9/27/2024, 04:26 PM
Previous filing: Sep 16, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BIOA	Common Stock	Conversion of derivative security		+1.31M			1.31M	Sep 27, 2024	Longitude Venture Partners IV, L.P.	F1, F2
transaction	BIOA	Common Stock	Purchase	$7.2M	+400K	+30.52%	$18.00	1.71M	Sep 27, 2024	Longitude Venture Partners IV, L.P.	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BIOA	Stock Option (Right to Buy)	Award	$0	+15K		$0.00	15K	Sep 25, 2024	Common Stock	15K	$18.00	Direct	F3
transaction	BIOA	Series D Preferred Stock	Conversion of derivative security		-5.85M	-100%		0	Sep 27, 2024	Common Stock	1.31M		Longitude Venture Partners IV, L.P.	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to the Issuer's Restated Certificate of Incorporation, upon closing of the Issuer's initial public offering of its Common Stock, each share of Series D Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
F2	These shares are directly held by Longitude Venture Partners IV, L.P ("LVP IV"). Longitude Capital Partners IV, LLC ("LCP IV") is the general partner of LVP IV and may be deemed to exercise voting and investment discretion with respect to securities held by LVP IV. The reporting person and Ms. Juliet Tammenoms Bakker serve as the managing members of LCP IV and may be deemed to share voting and investment discretion with respect to securities held directly by LVP IV. Each of LCP IV, Mr. Enright, and Ms. Tammenoms Bakker disclaims beneficial ownership of such securities and this report shall not be deemed an admission that any of them is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, except to the extent of their respective pecuniary interests therein.
F3	The entire option award shall vest on the earlier of: (i) the date of the next annual meeting of the Issuer's stockholders or (ii) the one year anniversary of the grant date, subject to the reporting person's continued service to the Issuer on the applicable vesting date.