Geron Corp received an updated ownership report from Deep Track Capital and related entities showing a sizable passive stake in its common stock. Deep Track Capital, Deep Track Biotechnology Master Fund and David Kroin together report beneficial ownership of 32,511,271 Geron shares, representing 5.09% of the company’s common stock.
The filing states they hold only shared voting and dispositive power over these shares, with no sole authority. The ownership percentage is calculated using 638,355,275 Geron shares outstanding as of November 4, 2025. The reporting persons certify the position is not held for the purpose of changing or influencing control of Geron.
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FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What percentage of Geron Corp (GERN) does Deep Track Capital report owning?
Deep Track Capital and related entities report beneficial ownership of 5.09% of Geron’s common stock. This corresponds to 32,511,271 shares, based on 638,355,275 shares outstanding as of November 4, 2025, as cited in Geron’s Form 10-Q.
How many Geron (GERN) shares are beneficially owned by the Deep Track reporting group?
The reporting group, including Deep Track Capital, Deep Track Biotechnology Master Fund and David Kroin, reports beneficial ownership of 32,511,271 Geron common shares. The Schedule 13G/A notes this represents 5.09% of the outstanding class, using Geron’s November 4, 2025 share count.
Is Deep Track Capital’s Geron (GERN) stake intended to influence control of the company?
The reporting persons certify their Geron shares were not acquired and are not held to change or influence control. They also state the holdings are not part of any transaction with that purpose, other than activities solely connected to a nomination under Rule 240.14a-11.
Who are the reporting persons in the Geron (GERN) Schedule 13G/A filing?
The filing lists three reporting persons: Deep Track Capital, LP, Deep Track Biotechnology Master Fund, Ltd., and David Kroin. Each signs a joint filing statement acknowledging the Schedule 13G/A is submitted on behalf of all three related parties.
What voting and dispositive powers does Deep Track report over Geron (GERN) shares?
The reporting persons indicate no sole voting or dispositive power over Geron shares. They report shared voting power and shared dispositive power over 32,511,271 shares, meaning decisions on voting and disposition are exercised jointly rather than individually.
How was the ownership percentage in the Geron (GERN) Schedule 13G/A calculated?
The 5.09% ownership figure is based on 638,355,275 Geron common shares outstanding as of November 4, 2025. This outstanding share count is taken from Geron’s Form 10-Q filed on November 7, 2025, as referenced in the Schedule 13G/A exhibit section.
(i) Delaware
(ii) Cayman Islands
(iii) United States
(d)
Title of class of securities:
Common Stock, $0.001 par value
(e)
CUSIP No.:
374163103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
32,511,271
(b)
Percent of class:
5.09%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
32,511,271
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
32,511,271
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Deep Track Capital, LP is the relevant entity for which David Kroin may be considered a control person.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Deep Track Capital, LP
Signature:
/s/ David Kroin
Name/Title:
David Kroin, Managing Member of the General Partner of the Investment Adviser
Date:
02/13/2026
Deep Track Biotechnology Master Fund, Ltd.
Signature:
/s/ David Kroin
Name/Title:
David Kroin, Director
Date:
02/13/2026
David Kroin
Signature:
/s/ David Kroin
Name/Title:
David Kroin
Date:
02/13/2026
Exhibit Information
Item 4: Information with respect to the Reporting Persons' ownership of the Common Stock as of, December 31, 2025 is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person.
The amount beneficially owned by each Reporting Person is determined based on 638,355,275 Common Stock outstanding as of November 4, 2025, according to the issuer's 10-Q filed with the SEC on November 7, 2025.
JOINT FILING STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G/A, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
Dated: February 13, 2026
Deep Track Capital, LP
By: /s/ David Kroin
David Kroin, Managing Member of the General Partner of the Investment Adviser
Deep Track Biotechnology Master Fund, Ltd.
By: /s/ David Kroin
David Kroin, Director
David Kroin
By: /s/ David Kroin
David Kroin
