STOCK TITAN

OS Therapies (NYSE: OSTX) details resale of 10,529,417 shares and legal opinion

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

OS Therapies Incorporated filed a prospectus supplement covering the resale of up to 10,529,417 shares of its common stock by certain selling stockholders. The supplement forms part of the company’s previously effective Form S-3 shelf registration statement. An accompanying Form 8-K provides counsel Olshan Frome Wolosky LLP’s legal opinion on the validity of these shares, filed as Exhibit 5.1, along with the related consent.

Positive

  • None.

Negative

  • None.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Resale registration size 10,529,417 shares Maximum common shares covered for resale in prospectus supplement
prospectus supplement regulatory
"filed with the U.S. Securities and Exchange Commission a prospectus supplement"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement on Form S-3 regulatory
"forms a part of the Company’s registration statement on Form S-3"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
resale financial
"covers the resale from time to time of up to 10,529,417 shares"
Resale is the act of selling an item, asset, or security by someone who previously bought it rather than by the original maker or issuer. It matters to investors because resale activity affects how easily an investment can be sold, the price buyers are willing to pay, and the potential profit or loss — like selling a used car: condition, demand and market rules determine what you can get for it.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
false 0001795091 0001795091 2026-03-31 2026-03-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 31, 2026

 

OS THERAPIES INCORPORATED

(Exact name of registrant as specified in its charter)

 

Delaware   001-42195   82-5118368
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

115 Pullman Crossing Road, Suite 103
Grasonville, Maryland
  21638
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (410) 297-7793

 

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share   OSTX   NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

CURRENT REPORT ON FORM 8-K

 

OS Therapies Incorporated

 

March 31, 2026

 

Item 8.01. Other Events.

 

On March 31, 2026, OS Therapies Incorporated (the “Company”) filed with the U.S. Securities and Exchange Commission (the “SEC”) a prospectus supplement (the “Prospectus Supplement”), which forms a part of the Company’s registration statement on Form S-3 (File No. 333-289443), which was previously filed with the SEC on August 8, 2025 and declared effective on August 12, 2025. The Prospectus Supplement covers the resale from time to time of up to 10,529,417 shares of the Company’s common stock (the “Shares”) by the selling stockholders referenced in the Prospectus Supplement. The Company is filing this Current Report on Form 8-K to provide the legal opinion of its counsel, Olshan Frome Wolosky LLP, regarding the legality of Shares, which is attached hereto as Exhibit 5.1.

  

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number  
  Description  
5.1   Opinion of Olshan Frome Wolosky LLP.
23.1   Consent of Olshan Frome Wolosky LLP (included in its opinion filed as Exhibit 5.1).
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

1

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  OS THERAPIES INCORPORATED
   
Dated: March 31, 2026 By: /s/ Paul A. Romness, MPH
    Name:  Paul A. Romness, MPH
    Title: President and Chief Executive Officer

 

2

 

FAQ

What did OS Therapies Incorporated (OSTX) file on March 31, 2026?

OS Therapies Incorporated filed a Form 8-K and a prospectus supplement. The supplement is part of its Form S-3 shelf registration and addresses resale of common stock by selling stockholders.

How many OS Therapies (OSTX) shares are covered by the new prospectus supplement?

The prospectus supplement covers the resale from time to time of up to 10,529,417 shares of OS Therapies’ common stock. These shares may be sold by the selling stockholders named in the supplement.

What registration statement does the OS Therapies (OSTX) prospectus supplement relate to?

The prospectus supplement relates to OS Therapies’ registration statement on Form S-3, File No. 333-289443. That registration statement was filed on August 8, 2025 and declared effective on August 12, 2025.

Filing Exhibits & Attachments

4 documents