International Stem Cell (NASDAQ: ISCO) extends $2.5M loan from its CEO

Rhea-AI Filing Summary

International Stem Cell Corporation reported that it has amended a loan agreement with its Co-Chairman and Chief Executive Officer, Dr. Andrey Semechkin. The company and Dr. Semechkin agreed to extend the maturity date of a $2,500,000 loan, originally documented in a promissory note dated September 15, 2024, so that the loan is now due on September 15, 2026 instead of the prior 2025 maturity.

The outstanding principal under the note continues to accrue interest at an annual rate of 5.5%, and the company may prepay the note at any time without penalty. The amended note was issued on September 15, 2025, and a form of the note is included as Exhibit 10.1, providing the detailed terms of this insider financing arrangement.

Insights

Corporate finance and governance analyst

Insider loan maturity is pushed to 2026 on existing terms.

International Stem Cell Corporation extended the maturity of a $2,500,000 loan from its Co-Chairman and CEO by one year, to September 15, 2026. The interest rate remains at 5.5% per year, and the company can repay early without penalty, which preserves flexibility in managing cash.

Because the lender is the CEO, this is both a financing and a related-party transaction, with terms now set out in the note filed as Exhibit 10.1. The impact on shareholders depends on the company’s ability to service this debt and any future changes to insider financing, which would be detailed in subsequent company filings.

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): September 15, 2025

INTERNATIONAL STEM CELL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	000-51891	20-4494098
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

9745 Businesspark Ave, San Diego, California 92131

(Address of principal executive offices, including zip code)

(760) 940-6383

(Registrant’s telephone number, including area code)

N/A

(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 CAR 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
None	N/A	N/A

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 1.01 Entry into a Material Definitive Agreement.

On September 15, 2025, International Stem Cell Corporation (the “Company”) and Dr. Andrey Semechkin agreed to extend (until September 15, 2026) the maturity date of the loan (in the principal amount of $2,500,000) from Dr. Semechkin to the Company that had been reflected in a promissory note dated September 15, 2024 (the “Original Note”), and which would have been due on September 15, 2024. Dr. Semechkin is the Company’s Co-Chairman and Chief Executive Officer.

The outstanding principal amount under the Note accrues interest at a rate of five and a half percent (5.5%) per annum. The Note is due and payable September 15, 2026 but may be pre-paid by the Company without penalty at any time.

The foregoing summary of the Note is qualified in its entirety by reference to the full text of the form of Note filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant.

The information disclosed in Item 1.01 is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
10.1		Form of Note issued on September 15, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

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.

	INTERNATIONAL STEM CELL CORPORATION
Date: September 16, 2025	By:		/s/ Russell Kern
			Russell Kern
			Executive Vice President, Chief Scientific Officer and Principal Financial Officer

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FAQ

What loan change did International Stem Cell Corporation (ISCO) disclose?

The company disclosed that it extended the maturity date of a $2,500,000 loan from its Co-Chairman and CEO, Dr. Andrey Semechkin, to September 15, 2026.

Who is the lender on the $2.5 million International Stem Cell (ISCO) loan?

The lender is Dr. Andrey Semechkin, who serves as International Stem Cell Corporation’s Co-Chairman and Chief Executive Officer.

What are the interest terms of the International Stem Cell (ISCO) insider loan?

The outstanding principal on the note accrues interest at 5.5% per annum, as disclosed in the filing.

When is the extended loan to International Stem Cell (ISCO) now due?

The note is now due and payable on September 15, 2026, following the agreed extension of the maturity date.

Can International Stem Cell (ISCO) prepay the CEO loan without penalties?

Yes. The filing states that the note may be prepaid by the company at any time without penalty.

Where can investors find full terms of the International Stem Cell (ISCO) note?

The detailed terms are in the form of Note filed as Exhibit 10.1, which the company references in the disclosure.