OS THERAPIES Inc.

08/01/2024 | Press release | Distributed by Public on 08/01/2024 07:20

Initial Statement of Beneficial Ownership - Form 3

Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Search Theodore F.
2. Date of Event Requiring Statement (Month/Day/Year)
2024-07-31
3. Issuer Name and Ticker or Trading Symbol
OS Therapies Inc [OSTX]
(Last) (First) (Middle)
C/O OS THERAPIES INCORPORATED , 15825 SHADY GROVE ROAD, SUITE 135
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)
ROCKVILLE MD 20850
6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security 2. Amount of Securities Beneficially Owned 3. Ownership Form: Direct (D) or Indirect (I) 4. Nature of Indirect Beneficial Ownership
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 2. Date Exercisable and Expiration Date 3. Title and Amount of Securities Underlying Derivative Security 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 6. Nature of Indirect Beneficial Ownership
Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Search Theodore F.
C/O OS THERAPIES INCORPORATED
15825 SHADY GROVE ROAD, SUITE 135
ROCKVILLE, MD20850
X


Signatures

/s/ Theodore F. Search 2024-07-31
**Signature of Reporting Person Date

Explanation of Responses:

(*) If the form is filed by more than one reporting person, see Instruction 5(b)(v).
(**) Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Theodore F. Search serves on the board of managers of Mill River Partners LLC.
(2) Represents the outstanding principal amount of convertible promissory notes held by Mill River Partners LLC, which will automatically convert upon consummation of the Issuer's initial public offering into shares of Common Stock at a conversion price of 80% of the price per share in the Issuer's initial public offering, subject to a valuation ceiling of $19 million.
(3) Represents the outstanding principal amount of a convertible promissory note held by Mill River Partners LLC, which will automatically convert upon consummation of the Issuer's initial public offering into shares of Common Stock at a conversion price of 50% of the price per share in the Issuer's initial public offering, subject to a valuation ceiling of $50 million.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.