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OS Therapies (OSTX) amends filing on 1M CEO option grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

OS Therapies President and CEO Paul A. Romness reported an amended insider transaction reflecting a grant of 1,000,000 stock options on October 21, 2025. The options have an exercise price of $1.8 per share, are fully vested on the one-year anniversary of the grant date, and expire on October 21, 2035, assuming continued employment on the vesting date. Following this award, Romness beneficially owned 2,473,000 shares of common stock directly. The amendment corrects an earlier filing that had misreported the number of shares underlying this stock option grant.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Romness Paul A.

(Last) (First) (Middle)
C/O OS THERAPIES INCORPORATED
115 PULLMAN CROSSING ROAD, SUITE 103

(Street)
GRASONVILLE MD 21638

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OS Therapies Inc [ OSTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
10/21/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
12/19/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 2,473,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock options (right to buy) $1.8 10/21/2025 A 1,000,000 (1) 10/21/2035 Common Stock 1,000,000 $0 1,000,000 D
Explanation of Responses:
1. On October 21, 2025, the reporting person was granted options to purchase 1,000,000 shares of the issuer's common stock pursuant to the terms and conditions of a stock option award agreement. These options vest in full on the one-year anniversary of the date of grant, provided that the reporting person is serving as an employee of the issuer on such date.
Remarks:
On December 19, 2025, the reporting person filed a Form 4 that incorrectly reported the number of shares of common stock underlying the stock option award grant in Table II. This amended Form 4 is being filed to correctly report in Table II the number of shares of common stock underlying the stock option award grant that occurred on October 21, 2025.
/s/ Paul A. Romness 02/13/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does OS Therapies (OSTX) Form 4/A report for the CEO?

The Form 4/A shows OS Therapies President and CEO Paul A. Romness received a grant of 1,000,000 stock options on October 21, 2025. The filing corrects an earlier report that misstated the number of shares underlying this option award.

How many OS Therapies stock options were granted and at what price?

The reporting person was granted 1,000,000 stock options to buy OS Therapies common stock at an exercise price of $1.8 per share. These options are documented as a non-cash derivative award in the insider transaction report.

When do Paul Romness’s OS Therapies stock options vest and expire?

The 1,000,000 stock options granted on October 21, 2025 vest in full on the one-year anniversary of the grant date, if he remains an employee. The options have an expiration date of October 21, 2035 as stated in the filing.

How many OS Therapies common shares does the CEO own after this transaction?

After the reported transaction, Paul A. Romness beneficially owned 2,473,000 shares of OS Therapies common stock directly. This figure reflects his reported direct ownership following the stock option grant documented in the amended insider filing.

Why was the OS Therapies Form 4 amended on this option grant?

The Form 4 was amended because a prior filing on December 19, 2025 incorrectly reported the number of common shares underlying the stock option award. The amendment updates Table II to correctly show the 1,000,000-share option grant from October 21, 2025.

What role does Paul A. Romness hold at OS Therapies (OSTX)?

Paul A. Romness is reported as both a Director and the President and CEO of OS Therapies Inc. His positions are disclosed in the insider ownership section, alongside the detailed reporting of his stock and option holdings.

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