Welcome to our dedicated page for OS THERAPIES INCORPORATED SEC filings (Ticker: OSTX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Struggling to decode OS Therapies’ dense biotech disclosures? Clinical-stage companies like OS Therapies Inc. (OSTX) pack trial data, FDA designations, and cash-runway details into every filing, leaving investors searching for hours.
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OS Therapies (NYSE:OSTX) filed an 8-K reporting the second closing of its June 2025 warrant-exercise inducement.
Holders exercised 550,004 existing $1.12 warrants for cash, delivering $616,000 gross proceeds. In exchange, the company issued 550,004 new five-year warrants exercisable immediately at $3.00 per share.
Main terms:
- Anti-dilution repricing to future issuance level, but not below $1.00
- 4.99% (optionally 9.99%) ownership cap
- Forced exercise if price ≥300% of strike for 20 days
- Cashless exercise when resale registration is unavailable
OSTX must file a resale Form S-3 within 30 days and obtain SEC effectiveness within 60–90 days. Including the first closing announced 24 June (1.57 M shares), the inducement has raised roughly $2.4 million and created 2.12 million new warrants.
OS Therapies Incorporated (NYSE American: OSTX) filed an 8-K to disclose a warrant-exercise inducement designed to raise up to $8 million in gross cash proceeds. The company has entered into Inducement Offer Letters with holders of 1,574,288 outstanding common-stock warrants that currently carry a $1.12 exercise price. In exchange for the holders exercising these warrants for cash during the June 20–July 10, 2025 �Inducement Period,� OSTX will issue an equal number of New Warrants priced at $3.00 per share and exercisable immediately for five years.
The company has retained an SEC-registered, FINRA-member broker as exclusive solicitation agent; it will receive a 5.0 % cash fee on total proceeds plus reimbursement of up to $15,000 in expenses. Assuming full participation, OSTX expects to receive roughly $8 million in gross proceeds before fees and expenses.
Use of proceeds: management plans to fund U.S. and international regulatory and pre-commercial activities aimed at securing marketing authorisations for OST-HER2 in preventing or delaying recurrent, fully resected, lung-metastatic osteosarcoma, and for general corporate purposes.
Key terms of the New Warrants:
- Exercise price: $3.00; immediately exercisable; five-year term.
- Anti-dilution: price resets to the lower of any future equity issuance price or $1.00.
- Beneficial-ownership cap: 4.99 % (optionally 9.99 %) unless 61-day prior notice is given.
- Forced exercise allowed if OSTX trades ≥300 % of exercise price for 20 consecutive trading days, subject to equity conditions.
- Cashless exercise permitted if resale registration is unavailable.
- Fundamental-transaction protection via Black-Scholes cash-out or assumption by successor.
Registration: Existing Warrant shares are already covered by effective S-1 registrations (333-284631 & 333-287569). OSTX will file a resale registration statement for the New Warrant shares within 30 days of the final closing and seek SEC effectiveness within 60–90 days thereafter.
The securities are being issued under Section 4(a)(2) and Rule 506(b) of Regulation D, constituting an unregistered private placement.
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