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.
The OS Therapies Incorporated (OSTX) SEC filings page on Stock Titan brings together the company’s official disclosures to the U.S. Securities and Exchange Commission, offering a primary source view of its clinical-stage oncology business. As a NYSE American–listed emerging growth company, OS Therapies uses current reports on Form 8-K, registration statements, and proxy materials to describe its listeria-based cancer immunotherapy programs, ADC and drug conjugate platform, capital structure, and governance decisions.
Investors can use this page to access Form 8-K filings that detail material events such as warrant exercise inducement and exchange offers, gross proceeds from warrant exercises, and the terms of new warrants issued to accredited investors. These filings explain how OS Therapies raises capital to support regulatory submissions and commercial preparation for its lead asset OST-HER2 in recurrent, fully resected, lung metastatic osteosarcoma and to fund preparations for the proposed spin-off of its veterinary subsidiary, OS Animal Health.
Other 8-Ks and the company’s definitive proxy statement on Schedule 14A provide insight into corporate governance, including amendments to the certificate of incorporation to increase authorized common stock, changes to the 2023 Incentive Compensation Plan, quorum requirements under the bylaws, and shareholder approvals related to potential share issuances and a shareholder rights agreement. Registration statements on Form S-1 and Form S-3 describe the resale of shares underlying warrants, the company’s status as a smaller reporting company and emerging growth company, and the use of proceeds from warrant exercises.
Through Stock Titan, these filings are updated in near real time from EDGAR and are paired with AI-powered summaries that translate legal and financial language into plain English. Users can quickly understand the key points of complex documents, such as how a warrant inducement affects dilution, what changes a bylaw amendment introduces, or how a registration statement relates to existing warrants. Over time, this filings archive helps investors follow OS Therapies’ progress as it advances OST-HER2 through the regulatory process, develops its tunable ADC (tADC) platform, and executes on planned transactions like the OS Animal Health spin-off.
OS Therapies Inc filed a Form D reporting a Regulation D securities offering under Rule 506(b). The company offered equity and related options/warrants, and reported a total offering amount of $3,777,808, with the entire amount sold and $0 remaining. The offering lists 10 investors and indicates solicitation across All States. Sales commissions are reported at $56,667 and no finders' fees were paid. The issuer selected an over $100,000,000 size classification and stated the minimum outside investment accepted was $0. The offering is not tied to a business combination and the issuer relied on a private placement exemption rather than a public registration.
OS Therapies Incorporated closed a second warrant exercise inducement and exchange offer, raising gross proceeds of approximately $3,777,808. Remaining holders of existing warrants exercised for cash warrants to purchase an aggregate of 3,373,043 shares of common stock. In return, the company issued new common stock purchase warrants for up to 3,373,043 additional shares at an exercise price of $3.00 per share, exercisable immediately for five years.
The company will pay a 1.5% cash fee on gross proceeds to its warrant solicitation agent. It plans to use net proceeds primarily to accelerate commercial preparations following OST-HER2 in preventing or delaying recurrent pulmonary metastatic osteosarcoma in the United States, and for general corporate purposes. The new warrants include ownership caps of 4.99% or 9.99%, price-adjustment features for future lower-priced issuances, potential forced exercise if the stock trades at 300% of the exercise price, and cashless exercise if resale registration is not effective.
OS Therapies Incorporated reported that it has terminated its Equity Purchase Agreement with Square Gate Capital Master Fund, LLC — Series 3. This agreement had allowed the company, subject to conditions, to sell up to $15.0 million of its common stock to Square Gate as a potential source of equity capital.
The company’s notice to terminate was delivered on August 25, 2025, and the termination became effective on August 26, 2025. At the time of termination, there were no outstanding borrowings, no pending advance notices, and no shares of common stock remaining to be issued under the agreement. Neither party owed termination fees or other payments in connection with ending the arrangement.
The company also issued a press release on August 25, 2025, to publicly announce the termination of the Equity Purchase Agreement.
OS Therapies Incorporated (OSTX) asks shareholders to vote on six proposals at its annual meeting, including election of directors, issuance of shares related to the HER2 Asset Purchase, amendments to the charter and equity compensation plan, a plan amendment to adjust equity-based compensation limits, adoption of a rights agreement, and ratification of the independent auditor. The company completed a HER2 Asset Purchase for an aggregate purchase price of $8,000,000, which included assumption of specified liabilities and issuance of consideration shares based on a 30-day weighted average price. The filing also describes that 567,500 shares of Series A preferred are deemed convertible for voting into 600,529 common shares and references a large proposed share pool (stated as 150,000,000 common and 5,000,000 preferred shares). Executive biographies, director nominees, governance, equity plan terms, and dilution and voting mechanics are disclosed.
OS Therapies Incorporated filed a prospectus supplement offering up to 41,909,790 shares of common stock, based on an assumed sale of 10,285,714 shares at an assumed price of $1.75 per share (closing price on NYSE American on August 7, 2025). The offering may be conducted as an “at the market” program through sales agents or directly to agents. Net proceeds are expected to fund clinical development and R&D programs, potential acquisitions or investments, and working capital; interim proceeds will be invested in short-term, investment-grade instruments. The company reported a net tangible book value per share of $(0.20) as of March 31, 2025. The prospectus discloses outstanding potential dilution from 2,294,643 shares issuable on conversion of Series A preferred stock, 9,490,184 shares issuable upon exercise of warrants, and 2,735,000 shares issuable upon exercise of options under the 2023 plan. Terms of the Series A preferred include mandatory conversion triggers, a 150% liquidation preference, and voting rights on an as-converted basis subject to floors. The document references periodic and current reports incorporated by reference for further details.
OS Therapies Incorporated filed a Form 8-K disclosing a material event via a press release issued on August 19, 2025. The filing identifies the company’s common stock as having a par value of $0.001 per share and trading under the ticker OSTX on the NYSE American. The document is signed by Paul A. Romness, MPH, President and Chief Executive Officer.
The submission includes the cover page interactive data reference and checkboxes for Rule 425 and soliciting/pre-commencement communications, though none of those boxes are marked. The filing therefore publicly documents that a press release was issued and that the company formally reported a material event to the market on the date shown.
OS Therapies ownership update: This Amendment No. 4 to a Schedule 13D discloses that Shalom Auerbach and Einodmil LLC each hold material minority stakes in OS Therapies Inc. Mr. Auerbach beneficially owns 2,677,570 shares (approximately 8.5% of outstanding common stock) and Einodmil LLC beneficially owns 2,654,199 shares (approximately 8.4%), based on 31,624,076 shares outstanding as reported by the issuer. The filing also reports that Einodmil sold 10,000 shares on July 3, 2025 at about $2.10 per share for proceeds of roughly $20,695. Other than that sale, no transactions in the prior 60 days were reported. The amendment incorporates prior Schedule 13D/A disclosures and references a joint filing agreement as an exhibit.
OS Therapies Incorporated (OSTX) reported interim financials showing material financing activity and a continued need for capital. The company completed Unit financings that generated $6,050,000 and $1,053,000 in gross proceeds allocated between Series A Preferred Stock and attached warrants. Convertible notes converted at the company IPO on August 2, 2024, eliminating related redemption liabilities. Warrant liability of $1,971,975 at December 31, 2024 was reclassified to equity by April 9, 2025, leaving $0 warrant liability at June 30, 2025. Common shares outstanding increased to 29,918,194 at June 30, 2025 from 20,869,908 at December 31, 2024. Cash balances included $2,056,885 at Chase and $728,988 at SVB as of June 30, 2025. The company states its ability to continue operations is dependent on obtaining additional capital. Research and development expense recorded was $0 for the six months ended June 30, 2025 versus $86,687 in the prior-year period. The company acquired HER2-related assets with cash and stock consideration and modified license and royalty arrangements, including license commencement payments and milestone schedules.
OS Therapies Incorporated (OSTX) preliminary proxy statement discloses proposals for the 2025 annual meeting, including election of directors, an issuance proposal, a charter amendment, an equity plan amendment, a rights agreement resolution and auditor ratification. The company completed a HER2 asset purchase for $8,000,000, assuming specified liabilities and modifying milestone and royalty terms, and references issuance of 155,000,000 shares (noted as 150,000,000 common and 5,000,000 preferred). The proxy describes a reserved share increase under the equity plan from 2,000,000 to 4,000,000, stock option features and caps on performance-unit payouts. Key executives listed include Paul A. Romness (Founder, Chairman, President & CEO), Robert G. Petit, Ph.D. (CMO/CSO), and Christopher P. Acevedo (CFO). The Rights Agreement provisions could dilute an acquirer with 15%+ ownership and include flip-in/flip-over mechanics, redemption at $0.001 per right and conversion mechanics tied to market price.
OS Therapies Incorporated submitted a Form 8-K reporting an amendment to its amended and restated bylaws titled "Amendment No. 1 to the Amended and Restated Bylaws of OS Therapies Incorporated". The filing is dated August 15, 2025 and is signed by Paul A. Romness, MPH, President and Chief Executive Officer. The company’s common stock trades under the ticker OSTX on NYSE American.
The 8-K provides the title of the bylaw amendment but does not include the text or a summary of the changes in the excerpt provided, so no specific governance changes, clauses, or operational effects can be described from the available content.