OS Therapies Inc. Settles Leonite Financing; Issues Bridge Note

What Happened

• OS Therapies Inc. (OSTX) filed an 8-K on August 6, 2026 disclosing a settlement with Leonite Fund I, LP to resolve a previously issued senior secured convertible note. Under the settlement (dated July 31, 2026), OS Therapies agreed to pay Leonite $1,900,000 in cash and issue 500,000 shares of common stock on or before August 7, 2026 to satisfy all amounts and terminate the Leonite financing arrangements. To fund the cash payment, the company issued a bridge convertible promissory note on August 2, 2026 with a $2,200,000 principal (purchase price $2,190,000) that matures September 1, 2026.

Key Details

• Leonite financing background: original securities purchase agreement (June 30, 2026) provided for a senior secured convertible note of up to $10,000,000; Leonite received 275,000 commitment shares and a five‑year warrant to buy up to 1,750,000 shares at $2.85 (initial price). An initial tranche of $1,600,000 was funded July 2, 2026 (less $35,000 retained for legal fees).
• Settlement terms (effective at closing): $1.9M cash paid + 500,000 shares issued; the Leonite Note will be cancelled, the warrant terminated, commitment shares surrendered, transaction documents terminated, and Leonite’s security interests released.
• Bridge note: $2.2M principal, no interest, convertible automatically into securities of a future private offering of OID promissory notes (up to $10M aggregate) and maturing Sept 1, 2026; company used Bridge proceeds on Aug 3, 2026 to pay the Leonite settlement.
• If the settlement does not close by the outside date (Aug 7, 2026) and is not cured, Leonite can terminate the settlement and the original note, warrant and liens would remain in full force (including up to $10M principal and 9% interest as applicable).

Why It Matters

• The settlement removes a secured creditor claim and associated liens that encumbered substantially all of OS Therapies’ assets, and cancels Leonite’s warrant and participation/registration rights, which could simplify the company’s capital structure and eliminate the risk of a larger secured repayment obligation tied to the original note.
• Tradeoffs for investors: the company issues 500,000 new shares (dilution) and takes on a short-term $2.2M bridge note that converts on future financing, increasing near-term cash obligations or potential future dilution depending on the conversion. The filing also notes protections for both parties if the settlement fails to close (Leonite would retain remedies and any partial payment).
• For retail investors, this is a material liquidity and capital‑structure development — it reduces the immediate secured-debt overhang from Leonite but introduces short-term financing that ties to future fundraising plans.