Welcome to our dedicated page for International Stem Cell SEC filings (Ticker: ISCO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
International Stem Cell Corporation filings document governance, capital structure and material-event disclosures for a clinical-stage biotechnology issuer. Proxy materials cover annual meeting matters, director elections, executive compensation and equity-award information, including voting mechanics involving preferred stock.
Form 8-K reports record stockholder voting results and material definitive agreements, including related-party debt arrangements with a senior executive. The filings also identify the company's registered-security status under Section 12(b) and provide formal disclosures tied to its public-company governance and financing structure.
International Stem Cell Corporation agreed to sell 100% of the membership interests of its subsidiary Lifeline Cell Technology, LLC to American Type Culture Collection, Inc. under a Membership Interest Purchase Agreement signed July 10, 2026. The aggregate purchase price is $25.0 million, subject to closing-date adjustments for net working capital, cash and indebtedness. Cash paid at closing will be reduced by an escrow totaling $2.6 million, comprised of a $100,000 adjustment escrow and a $2.5 million indemnity escrow.
The transaction includes a post-closing adjustment process: the purchaser delivers a closing statement within 90 days after closing, the seller may dispute it within 30 days, and unresolved items go to an independent financial firm. Closing is expected in the third fiscal quarter of 2026, subject to customary conditions and absence of blocking governmental actions.
Stockholders holding more than 50% of the seller’s voting power entered support agreements to approve the deal, grant irrevocable proxies, and restrict transfers, with written stockholder consent required within 24 hours of signing. The agreement imposes covenants on operating LCT in the ordinary course pre-closing, plus five-year post-closing non-solicitation, non-interference and non-compete restrictions, and provides for termination if not closed within 60 days, subject to a limited SEC-related extension.
International Stem Cell CORP director Don Wright received new stock option awards as compensation. On June 11, 2026, he was granted options to buy 182,584 shares of common stock at an exercise price of $0.178 per share, expiring on June 11, 2036. The shares underlying this option vest on the earlier of June 11, 2027 or the next annual stockholder meeting after the grant date.
He was also granted options for 30,000 shares at an exercise price of $0.170 per share, also expiring on June 11, 2036. The shares underlying this option vest in equal quarterly increments through June 11, 2027, starting on September 11, 2026. These are awards, not open‑market purchases or sales.
International Stem Cell Corp director Paul V. Maier received new stock option awards as compensation. On June 11, 2026 he was granted options to buy 182,584 shares of common stock at an exercise price of $0.178 per share and a separate grant for 30,000 shares at $0.17 per share, all expiring on June 11, 2036. One grant vests in full on the earlier of June 11, 2027 or the next annual stockholder meeting after the grant date, while the other vests in equal quarterly increments through June 11, 2027, starting September 11, 2026. These are awards, not open‑market purchases or sales.
International Stem Cell Corporation reported voting results from its Annual Meeting of Stockholders held on June 11, 2026. Stockholders voted on the election of directors described in the proxy dated April 24, 2026.
All named director candidates, including Andrey Semechkin, Russell Kern, Donald A. Wright, and Paul V. Maier, were elected. Support was strong, with 2,457,143 votes "for" Semechkin and Kern, and over 9.28 million votes "for" Wright and Maier against relatively small withheld votes. The company reported no broker non-votes in this election.
International Stem Cell Corporation reported product sales of $2.3 million for the quarter ended March 31, 2026, up from $2.1 million a year earlier, driven mainly by its biomedical segment and modest growth in skin care products. Cost of sales fell, lifting gross margin to 59% from 53%, while operating expenses increased, particularly legal and consulting fees. The company posted a net loss of $0.2 million and ended the quarter with $0.9 million in cash and a related-party note payable of $2.35 million. Management states there is substantial doubt about the company’s ability to continue as a going concern without new financing or extensions of existing debt.
International Stem Cell Corporation is asking stockholders to vote at a virtual annual meeting on June 11, 2026, primarily to elect four directors for one-year terms, including two chosen by holders of Series D Preferred Stock. Stockholders of record as of April 24, 2026 can attend and vote online after pre‑registering.
The company has 8,004,389 common shares outstanding plus several preferred series that vote with common stock, creating significant layered voting power. As of that date, preferred stock was convertible into 7,518,830 common shares, and entities controlled by CEO Andrey Semechkin and EVP/CSO Russell Kern together controlled about 72.3% of preferred voting power. Two independent directors, Paul Maier and Donald Wright, chair the audit and compensation/governance committees. In 2025, the CEO received $88,544 in total compensation and Kern received $370,000, with additional value from outstanding stock options.
The proxy also discloses a related‑party unsecured note: a $2.7 million loan from Semechkin was partially repaid and refinanced, leaving a $2.5 million balance at 5.5% interest, maturing September 25, 2026. Audit fees paid to BDO USA, P.C. were $416,200 in 2025, up from $388,500 in 2024. Stockholders may submit future director nominations and proposals within specified deadlines for the 2027 meeting.
International Stem Cell Corporation is a clinical-stage biotechnology company developing therapies based on human parthenogenetic stem cells, alongside two small revenue-generating units in anti-aging skin care and research cell products. It generated $9.1 million of revenue in both 2025 and 2024 from these commercial businesses, but none yet from its core therapeutic programs.
The company’s lead program uses hpSC-derived neural stem cells (ISC-hpNSC®) for Parkinson’s disease, where a Phase 1 dose-escalation trial has been completed with encouraging safety and preliminary efficacy signals. Additional preclinical work targets traumatic brain injury and stroke. ISCO holds 36 patents and operates cGMP manufacturing in Maryland plus R&D in California.
Management highlights substantial risks: the business remains at an early stage, has a long history of operating losses, and its auditors have expressed substantial doubt about its ability to continue as a going concern. ISCO states it will need significant additional capital to fund ongoing operations and further clinical development, and faces intense competition, complex global regulation, and evolving ethical and legal frameworks around stem cell technologies.
International Stem Cell Corporation reported the results of its annual stockholder meeting held on June 17, 2025. Stockholders elected four directors to serve until the 2026 annual meeting, including Andrey Semechkin and Russell Kern, each receiving 2,457,143 votes for with no votes withheld, and Donald A. Wright and Paul V. Maier, each receiving 7,772,429 votes for and 19,267 votes withheld. Stockholders also approved, on an advisory basis, the compensation of the company’s named executive officers, with 7,715,844 votes for, 73,393 against, and 2,459 abstentions. In addition, stockholders advised that future votes on executive compensation should be held every three years, with 7,593,833 votes favoring a three-year frequency, compared with 142,581 for one year and 50,443 for two years.
International Stem Cell Corporation reported Q3 2025 results. Product sales were $2.369 million, up from $2.179 million a year ago, and income from operations was $94 thousand versus a prior loss. Net income was $57 thousand compared with a net loss of $125 thousand in Q3 2024.
Cash was $966 thousand at quarter-end, and management disclosed “substantial doubt” about the company’s ability to continue as a going concern without additional financing or extensions of existing financing. A related party note payable is presented at $3.305 million within current liabilities, and its maturity was extended to September 15, 2026.
Sales were led by the biomedical segment (LCT) with $2.204 million; the skin care segment (LSC) contributed $165 thousand. One customer accounted for 54% of consolidated product sales in the quarter and 62% of accounts receivable as of September 30, 2025. Basic and diluted EPS were $0.00, with 8,004,389 weighted-average shares.