OSRH 8-K
OSR Health, Inc. (OSRH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||
| of Incorporation) | Identification No.) |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including
area code (
| Not Applicable |
| (Former Name or Former Address, if Changed Since Last Report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act.
Item 7.01 Regulation FD Disclosure.
On August 7, 2026, OSR Health, Inc. (the “Company”) issued a press release providing clarification regarding its previously issued press release dated July 31, 2026 concerning communications with The Nasdaq Stock Market LLC (“Nasdaq”) and the Company’s Shareholder Loyalty Contingent Value Rights (“CVR”) program.
The Company clarified that statements in the July 31, 2026 press release regarding Nasdaq’s communication should not be interpreted as indicating that Nasdaq has approved or endorsed the CVR program. Nasdaq’s earlier communication was a preliminary, verbal indication limited to the technical question of whether the program would result in a mechanical adjustment to the price of the Company’s common stock, such as an ex-date adjustment. Other than with respect to that limited technical question, Nasdaq has not expressed any definitive opinion regarding the CVR program.
The clarification does not change the Company’s previously announced August 14, 2026 record date for the CVR program.
A copy of the press release is furnished herewith as Exhibit 99.1.
The information furnished pursuant to this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
1
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release, dated August 7, 2026, titled “OSR Health Issues Clarification Regarding Prior Nasdaq Communication and Shareholder Loyalty CVR Program” | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 7, 2026
| OSR HEALTH, INC. | |||
| By: | /s/ Kuk Hyoun Hwang | ||
| Name: | Kuk Hyoun Hwang | ||
| Title: | Chief Executive Officer | ||
3
Exhibit 99.1
OSR Health Issues Clarification Regarding Prior Nasdaq Communication and Shareholder Loyalty CVR Program
BELLEVUE, WA / ACCESS Newswire / August 7, 2026 / OSR Health, Inc. (NASDAQ: OSRH) (“OSR Health” or the “Company”) today issued a clarification regarding its press release dated July 31, 2026 concerning the Nasdaq Stock Market (“Nasdaq”) and the Company’s Shareholder Loyalty CVR Program.
The Company is clarifying that the statement in the prior release, “The communication affirms that our loyalty program is additive and gives shareholders clarity,” should not be interpreted as indicating that Nasdaq has approved or endorsed the Shareholder Loyalty CVR Program.
Nasdaq’s earlier communication was a preliminary, verbal indication limited to the technical question of whether the program would result in a mechanical adjustment to the price of OSRH common stock (such as an ex-date adjustment). Other than that, Nasdaq has not expressed any definitive opinion regarding the program.
This clarification does not change the Company’s previously announced August 14, 2026 record date for the Shareholder Loyalty CVR Program. Program details, eligibility, and enrollment information remain available at www.osr-health.com/loyaltyprogram.
The Company will update shareholders as matters progress.
About OSR Health
OSR Health, Inc. (NASDAQ:OSRH) is a global healthcare holding company dedicated to advancing biomedical innovations in health and wellness. Through its subsidiaries, OSR Health engages in immuno-oncology, regenerative biologics, and medical device technologies to improve health outcomes worldwide. Learn more at www.osr-health.com
Investor Contact
OSR Health, Inc.
Investor Relations
[email protected]
Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding the Shareholder Loyalty CVR Program and the Company’s regulatory and securities-law processes. These statements are subject to risks and uncertainties, including the outcome and timing of the Company’s pending SEC no-action request, Nasdaq’s ultimate position on the program, the satisfaction of the program’s holding-period and price conditions, the Company’s continued listing on Nasdaq, and other factors described in the Company’s SEC filings. Actual results may differ materially. The Company undertakes no obligation to update any forward-looking statement except as required by law. This release does not constitute an offer to sell or a solicitation to buy any securities.