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OS Therapies grants Kerry M. Clem 700K stock options

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Form Type
4

Rhea-AI Filing Summary

OS Therapies Inc (OSTX) Chief Commercial Officer Kerry M. Clem was granted 200,000 restricted stock units and options to purchase 700,000 common shares on November 10, 2026. The reported direct common-stock position after the RSU transaction was 225,000 shares. Both awards vested 20% on the grant date; the remaining 80% vest in 12 equal quarterly installments from December 31, 2026 through September 30, 2029, provided Clem remains an employee on each vesting date. The options have a $0.89 per-share exercise price and expire November 10, 2036.

Insider Clem Kerry M
Role Chief Commercial Officer
Type Security Shares Price Value
Grant/Award Stock options (right to buy) F2 700,000 $0.00 $0.00
Grant/Award Common Stock F1 200,000 $0.00 $0.00
Holdings After Transaction: Stock options (right to buy) — 700,000 options (Direct); Common Stock — 225,000 shares (Direct)
Footnotes (2)
  1. F1. On November 10, 2026 (the "Grant Date"), the reporting person was granted 200,000 restricted stock units ("RSUs") pursuant to the terms and conditions of a restricted stock unit award agreement and the issuer's amended and restated 2023 incentive compensation plan. Each RSU represents a contingent right to receive one share of the issuer's common stock upon vesting and settlement. 20% of the RSUs vested on the Grant Date, and the remaining 80% vest in 12 equal quarterly installments on the last day of each calendar quarter, commencing December 31, 2026 and ending September 30, 2029, provided that the reporting person is serving as an employee of the issuer on each applicable vesting date.
  2. F2. On the Grant Date, the reporting person was granted options to purchase 700,000 shares of the issuer's common stock pursuant to the terms and conditions of a stock option award agreement and the issuer's amended and restated 2023 incentive compensation plan. 20% of these options vested on the Grant Date, and the remaining 80% vest in 12 equal quarterly installments on the last day of each calendar quarter, commencing December 31, 2026 and ending September 30, 2029, provided that the reporting person is serving as an employee of the issuer on each applicable vesting date.
Restricted stock units granted 200,000 RSUs Granted to Kerry M. Clem on November 10, 2026.
Options granted 700,000 options Options to purchase common shares, granted on November 10, 2026.
Direct common-stock position 225,000 shares Reported following the RSU transaction.
Option exercise price $0.89 per share Exercise price for the options granted to Kerry M. Clem.
Initial vesting 20% Vested on November 10, 2026 for both awards.
Remaining vesting 80% Both awards vest in 12 equal quarterly installments through September 30, 2029, subject to continued employment on each applicable vesting date.
Quarterly installments 12 installments Remaining vesting for both awards begins December 31, 2026 and ends September 30, 2029.
Option expiration November 10, 2036 Expiration date of the options granted to Kerry M. Clem.
restricted stock units financial
"200,000 restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
contingent right financial
"Each RSU represents a contingent right to receive one share"
vesting financial
"the remaining 80% vest in 12 equal quarterly installments"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
stock option award agreement financial
"pursuant to the terms and conditions of a stock option award agreement"
A stock option award agreement is a legal document that gives a person the right to buy a company’s shares at a fixed price later, with clear rules about when those rights become usable, how long they last, and any conditions for exercising them. For investors it matters because these agreements can increase the total shares outstanding and affect company costs and incentives—like a coupon that can turn into new stock, changing ownership and future stock supply.
incentive compensation plan financial
"issuer's amended and restated 2023 incentive compensation plan"
An incentive compensation plan is a formal program that rewards employees and executives with bonuses, stock, or other payments tied to specific performance goals—such as revenue, profit, productivity, or long‑term share price. Investors watch these plans because they shape how leaders make decisions and take risks; like paying a coach by wins rather than effort, well‑designed plans can drive sustainable growth while poor designs can encourage short‑term behaviors that harm shareholder value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did OSTX's Chief Commercial Officer receive?

Kerry M. Clem was granted 200,000 restricted stock units and options to purchase 700,000 common shares on November 10, 2026.

How many OSTX common shares did Kerry M. Clem report holding after the RSU grant?

After the RSU transaction, the Form 4 reports 225,000 common shares held directly by Kerry M. Clem.

What is the vesting schedule for Kerry M. Clem's OSTX awards?

For both awards, 20% vested on November 10, 2026; the remaining 80% vest in 12 equal quarterly installments from December 31, 2026 through September 30, 2029, provided Clem is an employee on each applicable vesting date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
Clem Kerry M

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

(Street)
GRASONVILLE MARYLAND 21638

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
OS Therapies Inc [ OSTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Commercial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock11/10/2026A200,000(1)A$0(1)225,000D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock options (right to buy)$0.8911/10/2026A700,000 (2)11/10/2036Common Stock700,000$0700,000D
Explanation of Responses:
1. On November 10, 2026 (the "Grant Date"), the reporting person was granted 200,000 restricted stock units ("RSUs") pursuant to the terms and conditions of a restricted stock unit award agreement and the issuer's amended and restated 2023 incentive compensation plan. Each RSU represents a contingent right to receive one share of the issuer's common stock upon vesting and settlement. 20% of the RSUs vested on the Grant Date, and the remaining 80% vest in 12 equal quarterly installments on the last day of each calendar quarter, commencing December 31, 2026 and ending September 30, 2029, provided that the reporting person is serving as an employee of the issuer on each applicable vesting date.
2. On the Grant Date, the reporting person was granted options to purchase 700,000 shares of the issuer's common stock pursuant to the terms and conditions of a stock option award agreement and the issuer's amended and restated 2023 incentive compensation plan. 20% of these options vested on the Grant Date, and the remaining 80% vest in 12 equal quarterly installments on the last day of each calendar quarter, commencing December 31, 2026 and ending September 30, 2029, provided that the reporting person is serving as an employee of the issuer on each applicable vesting date.
/s/ Kerry M. Clem11/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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