OS Therapies Inc Chief Commercial Officer Kerry M. Clem reported direct holdings on September 29, 2026, of 25,000 common shares and options covering 30,000 common shares. The options have a $1.80 exercise price; they were granted October 21, 2025, vested in full April 21, 2026, and expire October 21, 2035. The common shares and options are listed as direct holdings.
OS Therapies Inc (OSTX) has a reported holding entry dated September 29, 2026, for 20,000 shares of common stock held of record by the Lara Knuettel Revocable Trust. Chief Financial Officer Francis Knuettel II is the trust’s co-trustee and may be deemed to beneficially own the shares; he disclaims beneficial ownership except to the extent of his pecuniary interest in them.
OS Therapies (OSTX) appointed Francis (Frank) Knuettel II as Chief Financial Officer and Kerry Clem as Chief Commercial Officer, effective September 29, 2026. Christopher P. Acevedo ceased serving as CFO and will continue providing services as a consultant. Both executives have three-year initial employment terms and $300,000 annual base salaries. Knuettel’s salary increases to $360,000 following a qualifying material transaction occurring after the date 30 days following his employment’s effective date. Clem’s awards, subject to board approval and award terms, include options for 700,000 common shares and 200,000 RSUs.
Clem will lead U.S., U.K. and European commercialization strategy and launch planning for investigational Herlystic; potential U.S. market entry is subject to regulatory approval. OS Therapies targeted an MHRA application submission for early in the fourth quarter of 2026, with timing and outcomes subject to regulatory review and other conditions. The company reports receiving over $3 million in non-dilutive capital from VAT refunds and accruing over $7 million in R&D tax credits, which will begin flowing to its U.K. subsidiary; funds are earmarked for R&D. Its largest vendors agreed to defer the majority of outstanding accounts payable until the second quarter of 2027.
OS Therapies Inc (OSTX) reported that on September 10, 2026 it filed a prospectus supplement with the SEC covering the resale of up to 5,874,094 shares of its common stock by selling stockholders under an existing Form S-3 registration statement. The supplement relates to a shelf registration originally filed on August 8, 2025 and declared effective on August 25, 2025. OS Therapies also provided a legal opinion from its counsel, Olshan Frome Wolosky LLP, regarding the validity of the shares, which is furnished as Exhibit 5.1 to this report.
OS Therapies Inc. (OSTX) has filed a prospectus supplement registering up to 5,874,094 shares of common stock for resale by existing investors tied to its August 2026 senior secured note financing. The registered shares comprise 600,000 issued shares, 900,000 shares underlying pre-funded warrants, 1,500,000 shares underlying five-year warrants, and 2,874,094 shares issuable upon conversion of senior secured convertible notes.
The company will not receive proceeds from stockholder resales, but could receive about $4.28 million if all 1,500,000 warrants at $2.85 are exercised for cash, plus nominal proceeds from pre-funded warrants. The financing includes up to $10 million in senior secured convertible notes (first tranche principal $5.41 million) bearing 9.0% annual interest, maturing nine months after funding, and convertible at $2.05 per share, with a 4.99%–9.99% beneficial ownership cap. The notes are secured by a first‑priority lien on most assets and carry restrictive covenants, prepayment premiums, and a 125% acceleration feature on default, which, together with ATM issuances, could materially dilute existing holders and pressure the share price.
OS Therapies Inc (OSTX) reported results of its 2026 annual stockholder meeting held on September 9, 2026. Stockholders approved and adopted the Amended and Restated 2023 Incentive Compensation Plan, which is filed as an exhibit and replaces the prior version of the plan. Directors including Paul A. Romness and five other nominees were elected, with each receiving over 7.3 million votes in favor. A separate proposal, which received 25.7 million votes for and 340,644 against, was also approved. Quorum was achieved with 26,059,902 of 46,205,601 common shares represented in person or by proxy.
OS Therapies Inc (OSTX) submitted a Form D notice of an exempt private securities offering under Rule 506(b) of Regulation D. The biotechnology company is offering a mix of equity, debt, options or warrants, and securities issuable upon exercise of those rights.
As of the notice, OS Therapies reports $5,000,000 in securities sold and an additional $5,000,000 remaining to be sold. The first sale in this offering occurred on 2026-08-10. Ceros Financial Services, Inc. is listed in the sales compensation section, and reported finders' fees are $0.
OS Therapies Inc (OSTX) entered into an Open Market Sale Agreement with Jefferies LLC to establish an “at the market offering” program for its common stock. Under a related prospectus supplement to its existing Form S-3 shelf registration, the company may offer and sell shares with an aggregate offering price of up to $75 million through or to Jefferies.
Sales will be made from time to time as “at the market offerings” under Rule 415(a)(4), in block trades, on the Principal Market, or into other existing trading markets, with Jefferies earning a 3.0% commission on the company’s aggregate gross proceeds. OS Therapies will also reimburse Jefferies for certain legal fees up to $100,000. The agreement can be suspended or terminated by either party with notice, and it includes customary representations, covenants, and indemnification provisions.
OS Therapies states that any net proceeds from the ATM program, if raised, are intended to fund clinical development activities and trials, advance research and development programs, and potentially acquire or invest in complementary technologies, product candidates, or businesses, although it currently has no definitive commitments for such acquisitions or investments.
OS Therapies Inc (OSTX) is registering an at‑the‑market offering of up to $75,000,000 of common stock under a Sales Agreement with Jefferies LLC, which will receive a 3.0% commission on gross proceeds. Shares may be sold from time to time on the NYSE American, where the stock closed at $1.58 on August 20, 2026.
At an assumed price of $1.58, this would imply up to 47,468,354 new shares, compared with 46,470,790 shares outstanding as of August 20, 2026, for a potential total of 93,939,144 shares, excluding other convertible and exercisable securities. The company plans to use proceeds to fund clinical development and regulatory activities for OST‑HER2 and its OST‑tADC platform, advance R&D, pursue complementary acquisitions or investments, and for working capital and general corporate purposes.
The company discloses a significant net tangible book value deficit as of June 30, 2026, and its auditor’s report includes an explanatory paragraph regarding its ability to continue as a going concern. The dilution section illustrates that investors buying in this offering at $1.58 would experience immediate dilution of $0.98 per share based on pro forma, as adjusted figures.
OS Therapies Incorporated is a clinical-stage biotech developing OST-HER2 for osteosarcoma and other HER2-positive tumors. For the six months ended June 30, 2026, it reported a net loss of $19.0 million, driven mainly by a sharp increase in research and development expenses to $13.4 million and consulting fees tied to regulatory preparations.
Total assets were $9.9 million, including a new $3.1 million VAT receivable, while cash was only $205,035 and stockholders’ deficit widened to $(11.9) million. Operating activities used $10.1 million of cash, largely offset by $10.0 million from warrant exercises, convertible notes and an April 2026 registered direct equity offering that raised about $4.8 million net. Management concluded that low cash, ongoing losses and an expected $24.0 million in vendor and regulatory costs raise substantial doubt about the company’s ability to continue as a going concern, despite an August 10, 2026 secured note financing providing approximately $4.7 million net and access to additional borrowings.
Clinically, the Phase IIb trial of OST-HER2 in recurrent osteosarcoma met its primary endpoint and showed statistically significant overall-survival benefits versus historical controls at two and 2.5 years, supporting planned BLA and European conditional MAA submissions.