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Bio-Path Holdings (BPTH) plans AML trial restart and crypto treasury

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Bio-Path Holdings, Inc. reported unregistered equity sales under its Tier 1 Regulation A program, selling 466,100 and 489,200 common shares for net proceeds of $13,983 and $14,676, with capacity to raise an additional $571,341. The board approved a new Series B Preferred stock class with 5,000,000 authorized shares, each convertible into 1,000 common shares, voting on an as-converted basis and carrying a par value of $0.01.

The company describes a strategic turnaround that may include restarting drug trials, monetizing its oncology intellectual property, and building a digital asset treasury. MD Anderson Cancer Center agreed to restart Phase 2 AML trials if Bio-Path pays past-due balances of $292,264.21 and $63,286.55. Bio-Path opened a Coinbase account and may allocate up to 50% of capital raised to crypto opportunities, acquired a majority stake in Himalaya Technologies, Inc. via Series B Preferred issuances valued at $670,260, and issued additional Series B shares to its CEO for software. It added altFINS founder Richard Fetyko to its advisory board and signed an LOI contemplating 2,500,000 common share equivalents and an option to buy up to 22% of altFINS for two million euros; multiple initiatives remain subject to payments, definitive agreements, and successful capital raising.

Positive

  • None.

Negative

  • None.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 7.1 Item 7.1
Item 8.1 Item 8.1
Reg A sale 1 466,100 shares; $13,983 net proceeds Common shares sold on April 30, 2026 under Tier 1 Regulation A
Reg A sale 2 489,200 shares; $14,676 net proceeds Common shares sold on May 13, 2026 under Tier 1 Regulation A
Remaining Reg A capacity $571,341 Additional capital the company states it can raise under the qualified offering
Series B Preferred authorized 5,000,000 shares New Series B Preferred stock class approved July 14, 2026
Series B conversion ratio 1,000 common shares per Series B share Each Series B Preferred share is convertible into 1,000 common shares
MD Anderson balance BP1001-201-AML $292,264.21 Amount Bio-Path must pay for MD Anderson to restart BP1001-201-AML Phase 2 trial
MD Anderson balance BP1002-201-AML $63,286.55 Amount Bio-Path must pay for MD Anderson to restart BP1002-201-AML Phase 2 trial
Himalaya Technologies transaction value $670,260 Value assigned to Series B Preferred shares issued to acquire majority of HMLA
Tier 1 Regulation A offering regulatory
"On April 30, 2026, under our qualified Tier 1 Regulation A offering, we sold 466,100 common shares"
Series B Preferred stock financial
"approved the creation of new class of Series B Preferred stock with five million (5,000,000) authorized shares"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
Regulation FD Disclosure regulatory
"Item 7.1 Regulation FD Disclosure We are in the midst of a strategic turnaround"
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
Digital Asset Treasury 2.0 financial
"We intend to add altFINS’ AI driven capabilities to our recently announced Digital Asset Treasury 2.0 (DAT 2.0)"
Qualified Opportunity Zones financial
"Strategically focused on asset classes within federally designated Qualified Opportunity Zones, the firm operates"
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FAQ

What equity sales did Bio-Path Holdings (BPTH) disclose under its Tier 1 Regulation A offering?

Bio-Path sold 466,100 and 489,200 common shares, generating net proceeds of $13,983 and $14,676. The company states it can still raise up to $571,341 under the same qualified offering, though there are no assurances this capacity will be used.

How is Bio-Path Holdings (BPTH) structuring its new Series B Preferred stock?

The board approved 5,000,000 authorized Series B Preferred shares, each convertible into 1,000 common shares. Series B votes on an as-converted basis, pays no dividends, and carries no liquidation amount above its $0.01 par value according to the disclosure.

What agreement did BPTH reach with MD Anderson regarding its AML Phase 2 trials?

MD Anderson agreed to restart Bio-Path’s Phase 2 AML trials if it is brought current on past-due balances of $292,264.21 for BP1001-201-AML and $63,286.55 for BP1002-201-AML. Bio-Path believes the BP1001 trial will remain randomized and plans to seek outside funding and grants.

What crypto and digital asset strategy did Bio-Path Holdings (BPTH) outline?

Bio-Path opened a business account with Coinbase to manage an AI-driven digital asset treasury targeting L1, L2, and altcoins. It states an intention to allocate up to 50% of capital raised to crypto opportunities and to enhance these efforts with altFINS’ AI capabilities via a planned partnership.

How did Bio-Path Holdings (BPTH) gain control of Himalaya Technologies (HMLA)?

Bio-Path issued 22,342 Series B Preferred shares, valued at $670,260, in exchange for Himalaya Technologies’ preferred securities, making HMLA a majority owned subsidiary. HMLA operates Mophoe.com, a crypto-focused social and trading platform currently under development, according to the disclosure.

What are the key terms of BPTH’s LOI and advisory relationship with altFINS?

Bio-Path added altFINS CEO Richard Fetyko to its advisory board, granting up to 300,000 options, including initial warrants for 100,000 shares at $0.03. An LOI contemplates issuing 2,500,000 common share equivalents and granting an option to buy up to 22% of altFINS for two million euros.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): April 30, 2026

 

BIO-PATH HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Wyoming   001-36333   87-0652870

(State or other jurisdiction

of incorporation)

  (Commission File Number)   (IRS Employer Identification No.)

 

 

625 Stanwix St. #2407, PittsburghPA   15222
(Address of principal executive offices)   (Zip Code)

 

(630) 708-0750

(Registrant’s Telephone Number, Including Area Code)

 

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   Name of each exchange on which registered
Common Stock, par value $0.001 per share   BPTH   OTC Pink

 

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.

 

 1 
 

Bio-Path Holdings, Inc. is referred to herein as “Bio-Path”, “we”, “us”, or “the Company”.

 

Item 3.02 Unregistered Sales of Equity Securities.

 

On April 30, 2026, under our qualified Tier 1 Regulation A offering, we sold 466,100 common shares to a third-party raising $13,983 in net proceeds. On May 13, 2026, under our qualified Tier 1 Regulation A offering, we sold 489,200 common shares to a third-party raising $14,676 in net proceeds. We have the capability to raise an additional $571,341 under the qualified offering though there can be no assurances.

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On July 14, 2026, our Board of Directors and Control Shareholder approved the creation of new class of Series B Preferred stock with five million (5,000,000) authorized shares. Each Series B Preferred share is convertible into 1,000 common shares, votes on an as converted basis, pays no dividends, and has no liquidation amount above par value of $0.01. A copy of the Series B Certificate of Determination will be made available in early August when stamped by the Secretary of State of Wyoming in the next 15 days.

 

Item 7.1 Regulation FD Disclosure

 

We are in the midst of a strategic turnaround which may include organically restarting Phase 2 drug trials, assessing the viability of Phase 1 drug trials, partnering, licensing, or selling our intellectual property, pivoting to blockchain technology to manage and finance our drug discovery trials, raising outside capital, and/or managing our finances, performing strategic acquisitions and investments to generate growth outside of biotechnology, and improving our capital structure. There are no assurances that any or all of our efforts will be successful.

 

Item 8.1 Other Events.

 

On June 5, 2026, UT MD Anderson cancer center (“MDA” @ https://www.mdanderson.org/) agreed to restart our Phase 2 trials targeting acute myeloid leukemia  (AML) subject to us bringing them current on monies due of $292,264.21 for BP1001-201-AML and $63,286.55 for BP1002-201-AML. We believe the BP1001-201-AML Phase 2 trial will remain randomized using MDA to complete the final segment of the trial and can be restarted using a combination of cash from outside investors under our Tier 1 Regulation A offering and federal grants, which we intend to pursue through consultants.

 

On June 26, 2026, we opened a business account with Coinbase Global (NASDAQ: COIN) to manage our recently launched AI-driven digital asset treasury targeting L1 and L2 coins and altcoins. We intend to allocate up to 50% of capital raised to crypto opportunities.

 

On July 3, 2026, we engaged Farrington Capital Group LLC (“FCG” @ https://farringtoncapitalgroup.com/), a strategic advisory firm focused on education, biotech, and real estate, to identify and close a strategic investor, buyer, JV partner and/or licensor for our biotechnology and intellectual property including our multiple Phase 1 and Phase 2 drug trials targeting blood cancer, solid tumors, obesity and other domains. We agreed to provide FCG a 60-day period of exclusivity to move discussions ahead with at least one candidate they have identified. Any fees will be success-based and there were no shares or cash issued as a retainer. There can be no assurances any transaction will be completed. A copy of the FCS Agreement is provided herein under Exhibit 10.1.

 

On July 6, 2026, we issued 22,342 Series B Preferred shares (subscription payable) for 2,3125,000 Series B Preferred shares and 51 Series M Preferred shares of Himalaya Technologies, Inc. (OTC: HMLA) valued at $670,260, making HMLA a majority owned subsidiary. HMLA is owner and operator of Mophoe.com @ https://beta.mophoe.com/, a crypto social site and trading platform currently under development.

 

On July 6, 2026, we issued 369 Series B Preferred shares (subscription payable) to our CEO, Vikram Grover, for a software platform that enables the creation of niche social networks including Kanab Club @ https://www.kanab.club/. We intend to use the code to enhance Mophoe.com and deploy additional communities in the future. The transaction was valued at $11,069.

 

 2 
 

 

On July 14, 2026, our majority owned subsidiary Himalaya Technologies, Inc. mutually terminated its previously announced strategic development agreement with a third party and canceled 9,684,43 Series B Preferred shares representing one half of the Company’s diluted shares outstanding.

 

On July 14, 23026, we added Richard Fetyko, CEO of altFINS, j.s.a. (“altFINS”), a crypto analytics and trading platform @ https://altfins.com/ to our Advisory Board granting him up to 300,000 stock options over three years with an initial tranche of 100,000 common stock purchase warrants struck at $0.03 subject to certain adjustments. We intend to add altFINS’ AI driven capabilities to our recently announced Digital Asset Treasury 2.0 (DAT 2.0) to provide excess alpha versus monolithic first generation DAT companies. To this end, we signed a letter of intent (LOI) with altFINS to partner and cross-invest in each of our Companies, including a planned issuance to altFINS of 2,500,000 common share equivalents (“CSE’s) in return for an option to buy up to 22% of altFINS equity capitalization for two million euros. We intend to move to definitive agreement in the next month. A copy of the LOI is provided herein under Exhibit 10.2.

 

About Farrington Capital Group, LLC:

 

Farrington Capital Group, LLC (“FCG”) is a private investment, development, and cognitive holding company that specializes in deploying advanced technology layers across high-impact, essential industries. Led by Founder and Managing Director Alfred Farrington II, FCG integrates its proprietary “Intelligence OS” - a technological ecosystem leveraging applied artificial intelligence and blockchain-verified ledgers—to automate operational workflows and maximize scaling efficiencies across its core portfolio entities. Strategically focused on asset classes within federally designated Qualified Opportunity Zones, the firm operates at the modern convergence of educational technology, bio-informatics, and localized digital infrastructure. Through its targeted capital allocation models and deep executive leadership, FCG acts as a modern venture builder, driving systemic economic development, localized digital access, and high-margin compounding equity growth.

 

About Richard Fetyko:

 

Richard Fetyko is the founder and CEO of altFINS, a crypto analytics and education platform. A 14-year Wall Street veteran, he worked as an equity research analyst at firms including Janney Montgomery Scott and as a portfolio manager at Twin Capital before founding altFINS in 2020 to bring professional-grade analytical tools to crypto traders. He holds an MBA in Finance from the University of Oklahoma.

 

About altFINS, j.s.a.:

 

altFINS is a crypto analytics and education platform used by traders worldwide, from beginners to experts, who value data-driven insights over market hype. The platform scans 2,000+ coins across 150 technical indicators, multiple time intervals, and on-chain metrics to deliver automated market insights. Combined with AI-detected chart patterns, AI trade setups, and expert-vetted analyses, altFINS helps traders find ideas, create alerts, execute strategies, and monitor portfolio performance across exchanges, turning market noise into confident trading decisions. In 2026, altFINS is expanding beyond crypto to bring its screening and analysis tools to stocks and forex markets.

 

Exhibit No. Description

 

10.1 Bio-Path Holdings, Inc. – Farrington Capital Group, LLC Agreement – 07/03/2026

10.2 Bio-Path Holdings, Inc. – altFINS, j.s.a. LOI – 07/14/2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

 

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

 

  BIO-PATH HOLDINGS, INC.
   
Dated: July 16, 2026  By: /s/ Vikram Grover
    Vikram Grover
    Chief Executive Officer, Chief Financial Officer and Director

 

 4 
 

 

Filing Exhibits & Attachments

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