UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~June~~August 0506, 2025

BIOAGE LABS, INC.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-42279	47-4721157
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5885 Hollis Street Suite 370
Emeryville, California		94608
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 510 806-1445

    

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.00001 Par Value Per Share	BIOA	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 52.0702 SubmissionResults of MattersOperations toand aFinancial Vote of Security HoldersCondition.

On ~~June~~August 56, 2025, BioAge Labs, Inc. (the “Company”) ~~held~~issued a press release announcing its financial results for the second quarter ended June 30, 2025. ~~Annual~~A ~~Meeting~~copy of ~~Stockholders~~the ~~and~~press ~~the~~release ~~Company’s~~is ~~stockholders~~attached ~~voted~~as onExhibit ~~and~~99.1 ~~approved~~to ~~the~~this ~~following~~Current ~~proposals:~~Report on Form 8-K.

The ~~election~~information ofin ~~three~~this ~~Class~~Item ~~I Directors~~2.02, ~~Kristen~~including ~~Fortney,~~Exhibit Ph99.~~D.,~~1 ~~Eric~~attached ~~Morgen~~to this report, ~~M.D.~~shall ~~and~~not ~~Vijay~~be ~~Pande~~deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, ~~Ph.D.~~as amended (the “Exchange Act”), ~~each~~or otherwise subject to ~~serve~~the liabilities of that section or Sections 11 and 12(a)(2) ~~three-year~~of ~~term,~~the ~~which~~Securities ~~will~~Act ~~expire~~of at1933, as amended (the ~~2028~~“Securities ~~Annual~~Act”). ~~Meeting~~The ofinformation ~~Stockholders~~contained in this Item 2.02 and ~~until~~in ~~such~~the ~~time~~accompanying asExhibit ~~their~~99.1 ~~respective~~shall ~~successors~~not ~~have~~be ~~been~~incorporated ~~duly~~by ~~elected~~reference ~~and~~into ~~qualified~~any orother ~~until~~filing ~~such~~under ~~director’s~~the ~~earlier~~Exchange ~~resignation~~Act or ~~removal.~~under ~~The~~the ~~vote~~Securities ~~tally~~Act, ~~was~~except as ~~follows:~~shall be expressly set forth by specific reference in such filing.

Nominees	Shares For	Shares Withheld	Broker Non-Votes
Kristen Fortney, Ph.D.	17,302,916	2,080,603	6,051,187
Eric Morgen, M.D.	17,188,188	2,195,331	6,051,187
Vijay Pande, Ph.D.	17,219,427	2,164,092	6,051,187

Item 9.01 Financial Statements and Exhibits.

~~The~~(d) ~~ratification of appointment of KPMG LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2025. The vote tally was as follows:~~ Exhibits

Shares For	Shares Against	Shares Abstaining
ExhibitNo.		Description
25,372,549	55,336	6,821
99.1		Press release issued by BioAge Labs, Inc. dated August 6, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			BIOAGE LABS, INC.
Date:	~~June~~August 96, 2025	By:	/s/ Dov Goldstein
			Dov Goldstein, M.D.Chief Financial Officer

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