OSRHW — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-13

• On March 27, 2026, the Company, together with its wholly owned subsidiary Vaximm AG, entered into a binding term sheet with BCM Europe AG relating to a revised global exclusive license arrangement for VXM01. The term sheet supersedes and replaces the prior agreement dated January 13, 2025.

• Additional information is set forth in the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on April 2, 2026, which is incorporated herein by reference.

• Subsequently, on April 29, 2026, the Company and Vaximm entered into a definitive Global Exclusive License Agreement with BCME, pursuant to which BCME was granted an exclusive, worldwide, sublicensable license to develop and commercialize VXM01. The agreement provides for potential milestone payment…

• In connection with the foregoing transaction, the parties also entered into a Pledge Agreement pursuant to which BCME and its affiliates pledged their OSR Holdings, Inc. common stock to the Company as collateral security for BCME’s milestone payment obligations under the Global Exclusive License Agr…

• Additional information regarding the foregoing is set forth in the Company’s Current Reports on Form 8-K filed with the U.S. Securities and Exchange Commission on April 2, 2026 and April 29, 2026, respectively, which are incorporated herein by reference.

Text removed vs the prior filing · source: 10-Q · 2025-11-12

• On September 5, 2025, the Company received a notification from The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) after the closing bid price fell below USD 1.00 per share for 30 consecutive business days. The Company has been pr…

• Management is actively monitoring the Company’s share price performance and evaluating various available options to regain compliance within the applicable period, which may include corporate or capital structure adjustments, enhanced investor communications, and other strategic measures as appropri…

• As previously reported in the Company’s Definitive Proxy Statement on Schedule 14A filed with the SEC on August 29, 2025 and Form 8-K filed on September 18, 2025, the Company held its annual meeting of stockholders on September 17, 2025 (the “Annual Meeting”). As of the record date of August 15, 202…

• At the Annual Meeting, stockholders approved all proposals described in the Definitive Proxy Statement, including the following: (i) Director Proposal, (ii) Executive Compensation Proposal, (iii) Equity Incentive Plan Proposal, and (iv) Proposal to Exceed 20% Common Share Issuance Pursuant to Nasdaq…

• The Board committees have been reconstituted as follows: Audit Committee - Reto Fierz and Hyuk Joo Jee, Compensation Committee - Seng Chin Mah, Alcide Barberis and Hyuk Joo Jee, Corporate Governance and Nominating Committee - Seng Chin Mah and Alcide Barberis and Joong Myung Cho. These changes refle…

Text added vs the prior filing · source: 10-Q · 2026-05-13

• As previously disclosed on the Company’s Current Report on Form 8-K filed on February 28, 2025, on February 25, 2025, the Company entered into a common stock purchase agreement (the “Common Stock Purchase Agreement”) and a related registration rights agreement (the “White Lion RRA”) with White Lion …

• Shares of Common Stock issuable under the Common Stock Purchase Agreement have been registered for resale by the selling stockholder pursuant to the Company’s registration statement on Form S-1, initially filed with the Securities and Exchange Commission on May 28, 2025 and subsequently amended by A…

• Pursuant to the Common Stock Purchase Agreement, as amended, the Company has the right, but not the obligation, to require White Lion to purchase, from time to time, shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), in an aggregate gross purchase price of up to …

• As further amended on April 7, 2026, the Common Stock Purchase Agreement was modified to revise certain defined terms, including “Purchase Notice” and “Purchase Notice Limit,” and to introduce additional purchase notice mechanisms, including intraday purchase notices and fixed purchase notices, prov…

• The Company intends to use the net proceeds from any sales of Common Stock under the Common Stock Purchase Agreement for general corporate purposes, including working capital, research and development, and other operating expenses.

Text removed vs the prior filing · source: 10-Q · 2025-11-12

• Pursuant to the terms of an Equity Line of Credit Agreement comprising a Common Stock Purchase Agreement and a Registration Rights Agreement (taken together, the “ELOC Agreement”) as amended May 6, 2025, the Company may elect, in our sole discretion, to issue and sell to by White Lion Capital LLC db…

• Pursuant to the Common Stock Purchase Agreement, following the effective date of the resale registration statement registering the shares issuable to White Lion in accordance with the terms of the Registration Rights Agreement, the Company has the right, but not the obligation, to require White Lion…

• The number of shares of Common Stock that the Company may require White Lion to purchase in any single sales notice will depend on a number of factors, including the relevant calculated purchase price and type of purchase notice that the Company delivers to White Lion. For example: (1) if the Compan…

• White Lion’s purchase obligations under a single Rapid Purchase Notice or a single VWAP Purchase Notice shall not exceed $2,000,000, and the maximum amount of shares of Common Stock the Company may require White Lion to purchase under a single VWAP Purchase Notice shall be the lesser of (A) 30% of t…

• Additionally, in consideration for White Lion’s commitments under the Common Stock Purchase Agreement, the Company agreed to issue to White Lion the number of shares of Common Stock equal to $800,000 divided by the closing price of the Common Stock on the day that is the earlier of (i) the business …