{"filing":{"accession_number":"0001213900-26-075013","cik":"0001795091","ticker":"OSTX","company_name":"OS Therapies Inc","form":"8-K","filing_date":"2026-07-02","report_date":null,"primary_document":"ea0296868-8k_ostherapies.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1795091/000121390026075013/ea0296868-8k_ostherapies.htm"},"events":[{"id":15895,"run_id":14176,"accession_number":"0001213900-26-075013","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.9,"summary":"OS Therapies entered into a securities purchase agreement on June 30, 2026, to issue a $10 million senior secured convertible promissory note, 275,000 commitment shares, and a five-year warrant for 1,750,000 shares to Leonite Fund I, LP in a private placement. The transaction includes anti-dilution provisions and beneficial ownership limitations tied to NYSE American stockholder-approval thresholds, with the company obligated to seek stockholder approval within 90 days.","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13814,"accession_number":"0001213900-26-075013","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"OS Therapies entered into a securities purchase agreement on June 30, 2026, to issue a $10 million senior secured convertible promissory note, 275,000 commitment shares, and a five-year warrant for 1,750,000 shares to Leonite Fund I, LP in a private placement. The convertible note and warrant structure, combined with the explicit anti-dilution provisions and exchange cap limitations tied to the 19.99% stockholder-approval threshold under NYSE American rules, are hallmarks of a dilutive equity issuance. The filing discloses the conversion price ($2.05/share), beneficial ownership limitations (4.99%-9.99%), and the company's obligation to seek stockholder approval within 90 days, all consistent with a material dilutive financing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13816,"accession_number":"0001213900-26-075013","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities by OS Therapies in reliance on Section 4(a)(2) and Regulation D, with the investor represented as an accredited investor. While the press release emphasizes the board appointment of Dr. Craig Eagle and the $10 million line of credit secured by UK tax credits, the 8-K Item 3.02 specifically incorporates Item 1.01 (which typically covers material agreements or transactions) and explicitly states securities are being offered and sold under exemptions from Securities Act registration. This is a classic private placement structure signaling capital raising activity material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":15896,"run_id":14176,"accession_number":"0001213900-26-075013","anchor_item_number":"2.03","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"OS Therapies established a $10 million line of credit supported by its UK subsidiary's tax credits, with an initial draw of $1.6 million, creating a new direct financial obligation.","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13815,"accession_number":"0001213900-26-075013","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"OS Therapies entered into a $10 million line of credit (LOC) supported by its UK subsidiary's tax credits, with an initial draw of $1.6 million. This constitutes creation of a new direct financial obligation under Item 2.03. While the filing also discloses Dr. Craig Eagle's board appointment and Karim Galzahr's departure, the Item 2.03 section explicitly incorporates Item 1.01 and focuses on the debt facility as the material financial obligation being created.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":15897,"run_id":14176,"accession_number":"0001213900-26-075013","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.83,"summary":"Dr. Craig Eagle was appointed to OS Therapies' Board of Directors effective June 1, 2026, transitioning from Chief Medical Advisor. Dr. Eagle brings substantial oncology and pharmaceutical leadership experience, including prior roles as CMO at Guardant Health, VP Medical Affairs at Genentech, and senior positions at Pfizer.","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13817,"accession_number":"0001213900-26-075013","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The principal disclosed action is the appointment of Dr. Craig Eagle to the Company's board of directors, effective immediately on June 1, 2026. While the filing also discloses Karim Galzahr's concurrent resignation, the substantive focus and forward-looking significance centers on Dr. Eagle's appointment as a board member with substantial oncology and pharmaceutical leadership experience (former CMO at Guardant Health, VP Medical Affairs at Genentech, senior roles at Pfizer). This is material to investors as it signals governance strengthening during a critical regulatory phase for the company's lead asset OST-HER2.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13818,"accession_number":"0001213900-26-075013","item_number":"8.01","item_title":"Other Events.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 8.01 disclosure centers on the appointment of Dr. Craig Eagle to OS Therapies' Board of Directors, transitioning him from Chief Medical Advisor to board member. While the filing also mentions a $10 million line of credit secured by UK tax credits, the press release headline and primary announcement focus on the board appointment. This is material as it reflects leadership changes during a critical regulatory phase for the company's lead asset OST-HER2.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":13814,"accession_number":"0001213900-26-075013","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"OS Therapies entered into a securities purchase agreement on June 30, 2026, to issue a $10 million senior secured convertible promissory note, 275,000 commitment shares, and a five-year warrant for 1,750,000 shares to Leonite Fund I, LP in a private placement. The convertible note and warrant structure, combined with the explicit anti-dilution provisions and exchange cap limitations tied to the 19.99% stockholder-approval threshold under NYSE American rules, are hallmarks of a dilutive equity issuance. The filing discloses the conversion price ($2.05/share), beneficial ownership limitations (4.99%-9.99%), and the company's obligation to seek stockholder approval within 90 days, all consistent with a material dilutive financing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02"},{"id":13815,"accession_number":"0001213900-26-075013","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"OS Therapies entered into a $10 million line of credit (LOC) supported by its UK subsidiary's tax credits, with an initial draw of $1.6 million. This constitutes creation of a new direct financial obligation under Item 2.03. While the filing also discloses Dr. Craig Eagle's board appointment and Karim Galzahr's departure, the Item 2.03 section explicitly incorporates Item 1.01 and focuses on the debt facility as the material financial obligation being created.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02"},{"id":13816,"accession_number":"0001213900-26-075013","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities by OS Therapies in reliance on Section 4(a)(2) and Regulation D, with the investor represented as an accredited investor. While the press release emphasizes the board appointment of Dr. Craig Eagle and the $10 million line of credit secured by UK tax credits, the 8-K Item 3.02 specifically incorporates Item 1.01 (which typically covers material agreements or transactions) and explicitly states securities are being offered and sold under exemptions from Securities Act registration. This is a classic private placement structure signaling capital raising activity material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02"},{"id":13817,"accession_number":"0001213900-26-075013","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The principal disclosed action is the appointment of Dr. Craig Eagle to the Company's board of directors, effective immediately on June 1, 2026. While the filing also discloses Karim Galzahr's concurrent resignation, the substantive focus and forward-looking significance centers on Dr. Eagle's appointment as a board member with substantial oncology and pharmaceutical leadership experience (former CMO at Guardant Health, VP Medical Affairs at Genentech, senior roles at Pfizer). This is material to investors as it signals governance strengthening during a critical regulatory phase for the company's lead asset OST-HER2.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02"},{"id":13818,"accession_number":"0001213900-26-075013","item_number":"8.01","item_title":"Other Events.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 8.01 disclosure centers on the appointment of Dr. Craig Eagle to OS Therapies' Board of Directors, transitioning him from Chief Medical Advisor to board member. While the filing also mentions a $10 million line of credit secured by UK tax credits, the press release headline and primary announcement focus on the board appointment. This is material as it reflects leadership changes during a critical regulatory phase for the company's lead asset OST-HER2.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:33:08.330546+00:00","company_name":"OS Therapies Inc","ticker":"OSTX","filing_date":"2026-07-02"}]}
