4//SEC Filing
Pande Vijay Satyanand 4
Accession 0001415889-24-024047
CIK 0001709941other
Filed
Sep 26, 8:00 PM ET
Accepted
Sep 27, 4:28 PM ET
Size
25.3 KB
Accession
0001415889-24-024047
Insider Transaction Report
Form 4
Pande Vijay Satyanand
Director
Transactions
- Conversion
Common Stock
2024-09-27+855,972→ 855,972 total(indirect: AH Bio Fund I, L.P.) - Conversion
Common Stock
2024-09-27+413,100→ 1,269,072 total(indirect: AH Bio Fund I, L.P.) - Conversion
Common Stock
2024-09-27+189,609→ 189,609 total(indirect: AH Bio Fund III, L.P.) - Conversion
Series C Preferred Stock
2024-09-27−846,152→ 0 total(indirect: AH Bio Fund III, L.P.)→ Common Stock (189,609 underlying) - Conversion
Series B Preferred Stock
2024-09-27−1,843,502→ 0 total(indirect: AH Bio Fund I, L.P.)→ Common Stock (413,100 underlying) - Conversion
Common Stock
2024-09-27+655,294→ 655,294 total(indirect: AH Bio Fund IV, L.P.) - Purchase
Common Stock
2024-09-27$18.00/sh+900,000$16,200,000→ 900,000 total(indirect: Andreessen Horowitz LSV Fund III, L.P.) - Conversion
Series A-1 Preferred Stock
2024-09-27−3,819,863→ 0 total(indirect: AH Bio Fund I, L.P.)→ Common Stock (855,972 underlying) - Conversion
Series D Preferred Stock
2024-09-27−2,924,318→ 0 total(indirect: AH Bio Fund IV, L.P.)→ Common Stock (655,294 underlying)
Footnotes (10)
- [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 A-1 Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
- [F10]The securities reported in this row are held by Andreessen Horowitz LSV Fund III, L.P. ("AH LSV Fund III"), for itself and as nominee for Andreessen Horowitz LSV Fund III-B, L.P. ("AH LSV Fund III-B") and AH 2022 Annual Fund, L.P. ("AH 2022 Annual" and, collectively with AH LSV Fund III and AH LSV Fund III-B, the "AH LSV Fund III Entities"). AH Equity Partners LSV III, L.L.C. ("AH EP LSV III") is the general partner of AH LSV Fund III and AH LSV Fund III-B and may be deemed to exercise voting and investment discretion with respect to securities directly held by them. AH Equity Partners 2022 Annual Fund, L.L.C. ("AH EP 2022 Annual") is the general partner of AH 2022 Annual and may be deemed to exercise voting and investment discretion with respect to securities directly held by it. The AH Bio Fund I Entities, the AH Bio Fund III Entities, the AH Bio Fund IV Entities and the AH LSV Fund III Entities are collectively referred to herein as the "AH Fund Entities."
- [F2]The securities reported in this row are held by AH Bio Fund I, L.P. for itself and as nominee for AH Bio Fund I-B, L.P. (collectively, the "AH Bio Fund I Entities"). AH Equity Partners Bio I, L.L.C. ("AH EP Bio I") is the general partner of the AH Bio Fund I Entities and may be deemed to exercise voting and investment discretion with respect to securities directly held by them.
- [F3]The managing members of each of: (i) AH EP Bio I; (ii) AH EP Bio III; (iii) AH EP Bio IV; (iv) AH EP LSV III; and (v) AH EP 2022 Annual (collectively, the "AH GP Entities") are Marc Andreessen and Ben Horowitz, and each of them may be deemed to share voting and investment discretion with respect to securities directly held by the AH Fund Entities.
- [F4]The reporting person serves as one of the members of the AH GP Entities, but he disclaims the existence of a "group" (as that term is used in Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), and disclaims beneficial ownership of the securities directly held by the AH Fund Entities, and this report shall not be deemed an admission that he is the beneficial owner of the securities reported herein for purposes of Section 16 of the Exchange Act, or for any other purpose, except to the extent of his pecuniary interest therein.
- [F5]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 B Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
- [F6]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 C Convertible Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-0.224084614. The securities have no expiration date.
- [F7]The securities reported in this row are held by AH Bio Fund III, L.P., for itself and as nominee for AH Bio Fund III-B, L.P. and AH Bio Fund III-Q, L.P. (collectively, the "AH Bio Fund III Entities"). AH Equity Partners Bio III, L.L.C. ("AH EP Bio III") is the general partner of the AH Bio Fund III Entities and may be deemed to exercise voting and investment discretion with respect to securities directly held by them.
- [F8]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.
- [F9]The securities reported in this row are held by AH Bio Fund IV, L.P., for itself and as nominee for: (i) AH Bio Fund IV-B, L.P.; (ii) AH 2022 Annual Fund, L.P.; (iii) AH 2022 Annual Fund-B, L.P.; (iv) AH 2022 Annual Fund-QC, L.P.; and (v) CLF Partners III, LP (collectively, the "AH Bio Fund IV Entities"). AH Equity Partners Bio IV, L.L.C. ("AH EP Bio IV") is the general partner of the AH Bio Fund IV Entities and may be deemed to exercise voting and investment discretion with respect to securities directly held by them.
Documents
Issuer
BioAge Labs, Inc.
CIK 0001709941
Entity typeother
Related Parties
1- filerCIK 0001840663
Filing Metadata
- Form type
- 4
- Filed
- Sep 26, 8:00 PM ET
- Accepted
- Sep 27, 4:28 PM ET
- Size
- 25.3 KB