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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 鈥渁t the market鈥� 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 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.

Thomas A. Satterfield Jr. reports beneficial ownership of 3,115,681 shares of OS Therapies common stock, representing 9.4% of the outstanding shares. The filing aggregates shares held directly and indirectly and assumes conversion of Series A convertible preferred and exercise of warrants when reporting the total stake.

The disclosed holdings are distributed across entities controlled by Mr. Satterfield, including Tomsat Investment & Trading Co., A.G. Family L.P., Caldwell Mill Opportunity Fund, LLC and Satterfield Vintage Investments, L.P. The filing also states the securities were not acquired to change or influence control of the issuer.