$BPTH·8-K

BIO-PATH HOLDINGS, INC. · Mar 19, 9:30 PM ET

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BIO-PATH HOLDINGS, INC. 8-K

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Bio-Path Holdings Moves to Wyoming; Creates Series S Preferred, Adds Advisors

What Happened
Bio-Path Holdings, Inc. announced that its domestication to Wyoming was approved by the Wyoming Secretary of State on March 5, 2026, and filed an amendment creating a new class of Series S Preferred stock. The amendment authorizes fifty-one (51) Series S shares, each convertible into one common share and described in the filing as holding 1% of the company's diluted voting power. Separately, effective February 10, 2026, Bio-Path appointed Wendy M. Charles, PhD, MS, CIP, CCRP, and Michael Hickey to its newly created Scientific Advisory Board.

Key Details

  • Domestication approval date: March 5, 2026; stamped paperwork and amendment were filed with the SEC.
  • Series S Preferred: 51 authorized shares; each convertible 1-for-1 into common stock and noted as holding 1% of diluted voting power.
  • Advisory appointments effective: February 10, 2026 — Wendy M. Charles and Michael Hickey.
  • Compensation: Each appointee signed a three-year advisory agreement and received 100,000 stock options (three-year expiration) with a $0.06 exercise price, subject to adjustment.

Why It Matters
The domestication changes Bio-Path’s state of incorporation to Wyoming, which can affect corporate governance and legal framework—investors should note the change and watch for any governance updates. The creation of a convertible preferred class that carries voting power is a capital-structure change; while only 51 Series S shares are authorized now, the conversion and voting terms mean these shares could influence voting outcomes or dilution if issued and converted. The advisory appointments add experienced clinical and operations expertise, and the 200,000 options granted in total (100,000 each) represent potential future dilution if exercised. Investors should monitor future filings for any issuance of the Series S shares, additional terms, or further equity grants.

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