OSR Health: amends license to add up to $15,000,000 convertible note option

What happened

• OSR Health, Inc. reported that on Oct 15, 2026 the company, its wholly owned subsidiary Vaximm AG, and BCM Europe AG entered into Amendment No. 1 to the Global Exclusive License Agreement for VXM01 (effective Apr 29, 2026).
• The Amendment adds Section 6.10, "Alternative Settlement (Convertible Note Option)," allowing OSR Health to convert all or part of its unexercised Equity Option (to require BCME to purchase up to $15,000,000 of OSR common stock) into a Convertible Note Option to issue up to $15,000,000 in convertible notes.

Key details

• The Convertible Notes are issuable in four tranches of $3,750,000 each, convertible at fixed prices of approximately $2.00, $3.00, $4.00 and $5.00 per share; conversion prices will be the Nasdaq Rule 5635 Minimum Price on the purchase commitment date if higher; conversion prices are not subject to reset.
• BCME must identify the purchaser and deliver the purchaser’s binding commitment with or before the Note Election Notice; closing occurs no fewer than 20 Business Days after the Note Election Notice.
• If the purchase does not close within 10 Business Days after the scheduled closing date, the Note Election Notice is deemed withdrawn, the Equity Option is reinstated for the elected amount, and the Exercise Window is extended by the elapsed period.

Why it may matter

• This report is Item 1.01 (entry into a material definitive agreement) and covers an amendment to a material license agreement that adds an alternative settlement mechanism allowing conversion of an equity purchase option into convertible notes.
• The filing does not show why the insider traded or why the company acted.