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.
Struggling to decode OS Therapies� dense biotech disclosures? Clinical-stage companies like OS Therapies Inc. (OSTX) pack trial data, FDA designations, and cash-runway details into every filing, leaving investors searching for hours.
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OS Therapies Incorporated is a clinical-stage biopharmaceutical company developing OST-HER2 for osteosarcoma and other solid tumors. The company reports that its Phase IIb trial achieved its primary endpoint with statistical significance in the first quarter of 2025 after full enrollment of 41 patients in October 2023. In June 2025 OS Therapies received positive written feedback from the FDA following a Type D meeting, has submitted a Breakthrough Therapy Designation request, and plans to submit a Biologics License Application following an End of Phase 2 meeting anticipated in the third quarter of 2025.
The company filed a shelf registration to offer up to $100,000,000 of securities and an at-the-market prospectus supplement for up to $18,000,000 of common stock under a Sales Agreement with B. Riley Securities and JonesTrading; no sales under the Sales Agreement had occurred as of the filing. The prospectus discloses the OST-tADC platform, Series A preferred terms (conversion reset to $1.12 and a 150% liquidation preference), multiple warrant issuances, and that common stock closed at $1.75 on August 7, 2025.
OS Therapies (NYSE American: OSTX) filed a Form S-1 to register up to 3,764,995 common shares for resale by warrant holders. The shares correspond to new five-year warrants issued in July 2025 with a $3.00 exercise price that were granted as inducement for the cash exercise of identical-amount legacy warrants priced at $1.12. The cash exercise generated $4.2 million gross; a full cash exercise of the new warrants could add another $11.3 million. OS Therapies will receive no proceeds from stockholder sales and will bear registration costs.
The clinical-stage biotech’s lead asset OST-HER2 (OST31-164) targets HER2-expressing osteosarcoma. A Phase IIb trial (41 pts) met its primary endpoint: 12-month event-free survival of 33% vs. 20% historical control; overall survival was 91% at 12 months. Management intends to seek an FDA Type B/C meeting in Q2-25 and may file a BLA thereafter; orphan, rare-pediatric-disease and fast-track designations are in place. The company is also advancing a pre-clinical tunable drug-conjugate (tADC) platform.
Following an $6.4 million IPO (Aug 2024), OS Therapies remains an emerging growth & smaller reporting company. The filing warns that large resale volumes or perception thereof could pressure the share price. Proceeds already raised are earmarked for regulatory submissions, animal-health spin-out options, closing a prostate cancer study, AI-driven tADC modeling and general corporate purposes. No Phase III trial is yet planned, and FDA could still require additional data.
OS Therapies (NYSE:OSTX) filed an 8-K reporting the second closing of its June 2025 warrant-exercise inducement.
Holders exercised 550,004 existing $1.12 warrants for cash, delivering $616,000 gross proceeds. In exchange, the company issued 550,004 new five-year warrants exercisable immediately at $3.00 per share.
Main terms:
- Anti-dilution repricing to future issuance level, but not below $1.00
- 4.99% (optionally 9.99%) ownership cap
- Forced exercise if price �300% of strike for 20 days
- Cashless exercise when resale registration is unavailable
OSTX must file a resale Form S-3 within 30 days and obtain SEC effectiveness within 60�90 days. Including the first closing announced 24 June (1.57 M shares), the inducement has raised roughly $2.4 million and created 2.12 million new warrants.
OS Therapies Incorporated (NYSE American: OSTX) filed an 8-K to disclose a warrant-exercise inducement designed to raise up to $8 million in gross cash proceeds. The company has entered into Inducement Offer Letters with holders of 1,574,288 outstanding common-stock warrants that currently carry a $1.12 exercise price. In exchange for the holders exercising these warrants for cash during the June 20–July 10, 2025 �Inducement Period,� OSTX will issue an equal number of New Warrants priced at $3.00 per share and exercisable immediately for five years.
The company has retained an SEC-registered, FINRA-member broker as exclusive solicitation agent; it will receive a 5.0 % cash fee on total proceeds plus reimbursement of up to $15,000 in expenses. Assuming full participation, OSTX expects to receive roughly $8 million in gross proceeds before fees and expenses.
Use of proceeds: management plans to fund U.S. and international regulatory and pre-commercial activities aimed at securing marketing authorisations for OST-HER2 in preventing or delaying recurrent, fully resected, lung-metastatic osteosarcoma, and for general corporate purposes.
Key terms of the New Warrants:
- Exercise price: $3.00; immediately exercisable; five-year term.
- Anti-dilution: price resets to the lower of any future equity issuance price or $1.00.
- Beneficial-ownership cap: 4.99 % (optionally 9.99 %) unless 61-day prior notice is given.
- Forced exercise allowed if OSTX trades �300 % of exercise price for 20 consecutive trading days, subject to equity conditions.
- Cashless exercise permitted if resale registration is unavailable.
- Fundamental-transaction protection via Black-Scholes cash-out or assumption by successor.
Registration: Existing Warrant shares are already covered by effective S-1 registrations (333-284631 & 333-287569). OSTX will file a resale registration statement for the New Warrant shares within 30 days of the final closing and seek SEC effectiveness within 60�90 days thereafter.
The securities are being issued under Section 4(a)(2) and Rule 506(b) of Regulation D, constituting an unregistered private placement.