OS Therapies Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by OS Therapies Incorporated (OSTX) on September 9, 2026. The report details the outcomes of the Company's 2026 Annual Meeting of Stockholders held on the same date. The Company is incorporated in Delaware and its common stock trades on the NYSE American.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance matters and stockholder voting results.
Material Changes and Voting Results
At the Annual Meeting, holders of 26,059,902 shares (approximately 56.4% of the 46,205,601 shares entitled to vote) participated in person or by proxy. Three key matters were voted upon:
- Election of Directors: Stockholders approved the election of six directors (Paul A. Romness, John Ciccio, Craig Eagle, Avril McKean Dieser, Olivier R. Jarry, and Theodore F. Search) to serve until the 2027 annual meeting. All nominees received significant "For" votes, ranging from approximately 7.1 million to 7.3 million shares, with "Withheld" votes ranging from approximately 67,000 to 294,000 shares.
- Compensation Plan Approval: Stockholders approved the amendment and restatement of the Company's 2023 Incentive Compensation Plan. The vote was 4,515,930 "For," 885,667 "Against," and 2,002,913 "Abstain."
- Auditor Ratification: Stockholders ratified the appointment of MaloneBailey, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote was 25,689,179 "For," 340,644 "Against," and 30,079 "Abstain."
Guidance, Outlook, and Risks
The filing does not provide management commentary on financial guidance, future outlook, specific risks, or contingencies. It references the definitive proxy statement filed on July 24, 2026, for a summary of the material terms of the Amended and Restated Incentive Compensation Plan.
Key Facts for Investor Verification
- Verify the specific terms and share limits of the newly approved Amended and Restated 2023 Incentive Compensation Plan (Exhibit 10.1).
- Confirm the tenure of the newly elected board members, which extends until the 2027 annual meeting.
- Note the significant number of broker non-votes (18,655,389) recorded for the director elections, indicating shares held by brokers that were not voted on these matters.
- Review the July 24, 2026 Proxy Statement for detailed rationale regarding the compensation plan changes.