Every 8-K that Ispecimen Inc. (ISPC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ISPC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ISPC filings page.
iSpecimen Inc. (ISPC) agreed to acquire AI software and related intellectual property from Foldlab AI Ltd. for up to $4.5 million, combining cash and stock. The purchase price includes $2.0 million in cash and $2.5 million in common stock. Of the cash portion, $750,000 is payable at closing, with two additional milestone payments of $625,000 each only if the two AI products are successfully delivered, tested and accepted under objective criteria.
The stock portion will equal $2.5 million divided by the ten-day VWAP before closing and will be issued into escrow, subject to a five-year escrow and lock-up with no leak-out. Holders grant the company an irrevocable proxy under a voting rights agreement on specified matters. Closing is conditioned on iSpecimen stockholder approval of the transaction and stock issuance, Nasdaq listing approval for the shares, a valid private-placement exemption, required regulatory and third-party consents, and the absence of a material adverse effect on the transferred assets. The agreement includes seller indemnification with a $25,000 basket and a $100,000 cap for general representation claims.
iSpecimen Inc. (ISPC) announced a leadership change, with Katharyn Field transitioning from her role as Chief Executive Officer. The company states that her departure is not due to any disagreement regarding operations, policies, or practices, and she will continue in an internal advisory and consulting capacity.
The Board appointed Shahin Behroyan as Chief Executive Officer effective August 26, 2026. Behroyan is a Vancouver-based entrepreneur with more than two decades of experience across investments, consumer packaged goods, healthcare and wellness, politics, and market research, including work with multinational and emerging growth companies.
Behroyan will serve as CEO under an Independent Contractor Agreement through his corporation 1605811 BC Ltd. The agreement provides an annual fee of $350,000, paid in monthly installments, no employee benefits, and allows termination by the Board at any time. If terminated without cause or if he resigns for good reason, he is entitled to a $67,500 severance payment.
iSpecimen Inc. entered into a Consulting Agreement with IR Agency LLC on August 12, 2026. The consultant will provide non-exclusive marketing and news distribution services to the financial community for a three‑month term, covering up to ten news releases. iSpecimen agreed to pay a fully earned, non‑refundable $2,000,000 cash fee by August 13, 2026. Either party may terminate at any time on written notice, but iSpecimen will not receive a refund if it terminates during the initial term. The consultant will not solicit orders or provide investment advice and must comply with U.S. securities laws. The agreement includes provisions on promotional disclosures, confidentiality, material non‑public information, indemnification, liability limitations and binding arbitration in New Jersey.
iSpecimen Inc. entered into a Settlement Agreement and Mutual Release with WestPark Capital, Inc. on August 6, 2026 to resolve all disputes, including an arbitration in which WestPark had sought $269,999.91 plus interest, fees, and costs. Under the agreement, iSpecimen paid WestPark $97,500 in full satisfaction of all claims, and WestPark dismissed the arbitration with prejudice, with each party bearing its own fees and costs. The parties granted each other a mutual general release, agreed to terminate the prior engagement agreements in their entirety (including any tail fee and right of first refusal), and accepted mutual confidentiality obligations and New York governing law with binding JAMS arbitration for disputes. iSpecimen expects to record the $97,500 as a charge in the quarter ending September 30, 2026.
iSpecimen Inc. entered placement agency and securities purchase agreements and completed a “reasonable best efforts” public offering of common stock and pre-funded warrants for an aggregate purchase price of $5,000,000 (or $5,000,285 assuming full exercise of the pre-funded warrants). The company issued 996,231 shares of common stock and pre-funded warrants to purchase up to 2,849,923 shares of common stock. The securities were sold under an effective registration statement on Form S-1.
The public offering price was $1.30 per share of common stock and $1.2999 per pre-funded warrant, with a $0.0001 per share exercise price on each pre-funded warrant. E.F. Hutton & Co. acted as exclusive placement agent, receiving a cash fee of 4.0% of aggregate gross proceeds plus a 1% non-accountable expense allowance and reimbursement of certain expenses and legal fees. iSpecimen plans to use the proceeds to repay outstanding liabilities, fund potential acquisitions or investments in businesses, products and technologies, support marketing and advertising services, and for general working capital.
iSpecimen Inc. completed Milestone 3 in its digital transformation program powered by SalesStack Solutions on July 9, 2026. Under Section 3.1 of the Definitive Software Purchase and Services Agreement with Sales Stack Solutions Corp., the company made a $700,000 payment upon completion.
Milestone 3 delivers additional marketplace features, a broader geographic rollout, and deeper integrations with partner ecosystems, building on the system integration and marketplace activation delivered in Milestone 2. The company had previously disclosed the completion of Milestones 1 and 2 under the same agreement.
iSpecimen Inc. received a Nasdaq notice that it no longer meets the exchange’s stockholders’ equity requirement for continued listing. Nasdaq Listing Rule 5550(b)(1) requires at least $2,500,000 in stockholders’ equity, while the company reported $814,038 as of March 31, 2026.
The company also does not meet Nasdaq Capital Market alternative standards based on equity, market value of listed securities, or net income. iSpecimen’s common stock will continue trading on the Nasdaq Capital Market under the symbol ISPC while it works on a plan.
The company has 45 calendar days from the May 29, 2026 notice to submit a compliance plan, and Nasdaq may grant up to 180 calendar days from that date to demonstrate compliance. The company intends to submit a plan but there is no assurance it will be accepted or that compliance will be regained.
iSpecimen Inc. reported the results of its reconvened 2025 Annual Meeting of Stockholders held on May 29, 2026. Of 8,478,579 common shares eligible to vote as of November 3, 2025, 2,979,059 shares were present or represented by proxy, establishing a quorum of approximately 35.14%.
Stockholders elected Arphing (Tommy) Lee as a Class I director for a three-year term, with 562,361 votes for and 150,431 withheld, and 2,266,267 broker non-votes. They also ratified Bush & Associates CPA LLC as independent registered public accounting firm for the year ending December 31, 2025, by 2,424,420 votes for, 155,256 against, and 399,383 abstentions.
In addition, stockholders approved the iSpecimen Inc. 2025 Stock Incentive Plan, receiving 461,073 votes for, 186,740 against, 64,979 abstentions, and 2,266,267 broker non-votes. These outcomes confirm the company’s proposed director slate, auditor, and equity incentive plan for 2025.
iSpecimen Inc. entered into a private placement with accredited investors, raising approximately $2.5 million through a mix of common stock and pre-funded warrants. The company agreed to issue 488,281 shares of common stock at $5.12 per share, with certain investors instead receiving pre-funded warrants priced at $5.1199 each, exercisable for one share at an exercise price of $0.0001.
At closing, iSpecimen sold 85,202 shares and 403,088 pre-funded warrants, and plans to use the net proceeds for working capital, including up to $900,000 in marketing expenses. The total shares issuable in this transaction, including warrant exercises and adjustments, are capped at 19.99% of the pre-transaction outstanding common stock until stockholder approval under Nasdaq rules. Separately, Nasdaq notified the company it has regained compliance with the $1.00 minimum bid price requirement, and iSpecimen continues to adjourn and reconvene its 2025 annual meeting, now scheduled for May 29, 2026.
iSpecimen Inc. implemented a 1-for-40 reverse stock split of its common stock, effective at 4:30 p.m. Eastern Time on April 27, 2026. The stock began trading on a split-adjusted basis on April 28, 2026, and continues on the Nasdaq Capital Market under the symbol ISPC with a new CUSIP 45032V306.
Every 40 issued and outstanding shares, including treasury shares, were combined into one share, with fractional shares rounded up to the nearest whole share. Issued and outstanding common shares were reduced from 52,639,796 to approximately 1,316,032. Option, warrant, RSU, and plan reserve amounts were adjusted proportionately without changing par value.
The reverse split was intended to increase the per-share trading price, attract certain institutional and other investors, and help maintain compliance with Nasdaq’s minimum bid price requirement. The company also filed a Fifth Amended and Restated Certificate of Incorporation and a Certificate of Validation to ratify a prior 1-for-20 reverse stock split under Delaware law.
iSpecimen Inc. is continuing efforts to complete its 2025 Annual Meeting of Stockholders. The meeting was first convened on December 31, 2025, but was repeatedly adjourned on January 23, 2026, February 13, 2026, March 13, 2026 and April 10, 2026 because a quorum was not present. The company now plans to reconvene the Annual Meeting on May 8, 2026 at 9:00 a.m. Eastern Time. The record date for stockholders entitled to vote remains November 3, 2025, and the proposals to be voted on are unchanged from those described in the definitive proxy statement filed on November 21, 2025.
iSpecimen Inc. filed an 8-K to share an operational update on its biospecimen logistics. The company has implemented a streamlined shipping model that sends human biospecimens directly from supplier sites to customers, avoiding prior central-hub routing that often added 7–14 days to delivery times.
Under the new approach, domestic shipments can arrive in as little as 1–2 days, a reduction of about 70–85% in transit time, while using fewer shipment handoffs to lower overall shipping costs. Internationally, iSpecimen has strengthened partnerships across Europe and Eastern Europe to expand access to rare biospecimens and support more consistent, timely deliveries.
The model is supported by enhanced training and operational alignment across the company’s global supplier network. Since implementation earlier in the year, customer feedback has reportedly been positive, with users citing faster, more reliable deliveries and improved overall experience.
iSpecimen Inc. has been unable to complete its 2025 Annual Meeting of Stockholders because not enough shareholders have participated to reach a quorum. The meeting, originally convened on December 31, 2025 and reconvened on January 23, 2026, February 13, 2026, and March 13, 2026, was adjourned each time for this reason.
The company now plans to reconvene the Annual Meeting on April 10, 2026 at 9:00 a.m. Eastern Time. The record date remains November 3, 2025, and the proposals to be voted on are unchanged from those described in the definitive proxy statement filed on November 21, 2025.
iSpecimen Inc. reported that Siyun Yang resigned from its Board of Directors effective February 17, 2026. The company stated that her resignation was not due to any disagreement regarding operations, policies, or practices.
Ms. Yang had served as an independent director since February 2025 and sat on both the Audit Committee and the Nominating and Corporate Governance Committee. iSpecimen thanked her for her service and expressed well wishes for her future endeavors.
iSpecimen Inc. reported that its 2025 Annual Meeting of Stockholders, originally convened on December 31, 2025, has been repeatedly adjourned because not enough shares were represented to reach a quorum. The meeting was reconvened on January 23, 2026 and February 13, 2026, but a quorum was still not present.
The company now plans to reconvene the Annual Meeting on March 13, 2026 at 9:00 a.m. Eastern Time. Stockholders of record as of November 3, 2025 remain entitled to vote, and the proposals to be considered are unchanged from those described in the November 21, 2025 proxy statement.
iSpecimen Inc. filed a current report to share two operational updates. The company has completed Milestone 2 of its SalesStack digital transformation program, delivering a fully integrated, live production marketplace that connects customer requests with supplier inventories and supports core workflows like order processing and user management.
The new marketplace is live at mp.ispecimen.com and is designed to streamline operations, reduce costs, and support future growth through AI-assisted matching and legacy system sunset. Separately, iSpecimen highlighted recent performance of its site network, including rapidly procuring 500 influenza swab samples in a few weeks and consistently supplying cerebrospinal fluid for ongoing customer studies, alongside strong customer feedback on specimen quality and documentation.
iSpecimen Inc. is experiencing delays in completing its 2025 Annual Meeting of Stockholders due to repeated failure to reach a quorum. The company first convened the meeting on December 31, 2025, but adjourned it when too few shares were represented to conduct official business.
The meeting was reconvened on January 23, 2026 and again adjourned for the same quorum issue to give stockholders more time to vote on the proposals outlined in the definitive proxy statement filed on November 21, 2025. iSpecimen now intends to reconvene the Annual Meeting on February 13, 2026, keeping the record date of November 3, 2025 unchanged, meaning only holders of record on that date are entitled to vote.
iSpecimen Inc. filed an amended current report to update the terms of its Series C Convertible Non-Voting Preferred Stock. On January 16, 2026, the company filed an Amended Certificate of Designation that modifies Section 7 of the original designation. The change makes both the Conversion Price and the Floor Price subject to proportionate adjustment if there is any reverse stock split, share combination or similar transaction that reduces the number of outstanding common shares.
The amendment was approved by the company and holders of more than a majority of the outstanding Series C Preferred Stock, as permitted under the original terms. All other rights, preferences and privileges of the Series C Preferred Stock remain unchanged.
iSpecimen Inc. reported that Nasdaq has notified the company its common stock no longer meets the Nasdaq Capital Market’s minimum bid price rule, which requires a closing bid of at least $1.00 per share for 30 consecutive business days. The stock will continue trading under the symbol ISPC with no immediate change to its listing status.
The company has until May 18, 2026, a 180‑day period, to regain compliance by having its closing bid price at or above $1.00 per share for at least ten consecutive business days, or up to twenty if required by Nasdaq staff. If compliance is not regained by that date, iSpecimen may qualify for an additional 180‑day period if it meets other Nasdaq listing criteria and may consider actions such as a reverse stock split. Failure to regain compliance within the applicable period could lead to delisting, though iSpecimen would have the right to appeal.
iSpecimen Inc. appointed Katharyn Field as Chief Executive Officer, Secretary, and Treasurer, effective immediately. She will continue to serve as President. On the same date, Robert Bradley Lim stepped down as CEO, Secretary, and Treasurer and resigned from the Board.
The Board filled the resulting vacancy by appointing Arphing (Tommy) Lee as an independent director and named him to the Audit Committee and the Nominating and Corporate Governance Committee. The company stated that, to its knowledge, Mr. Lim’s resignation did not involve a disagreement with the company, and it does not anticipate disruption to operations.
There were no changes to Ms. Field’s compensation in connection with this appointment. Committee compositions were updated, with Mr. Anthony Lau continuing as Audit Chair, Ms. Yuying Yang as Compensation Chair, and Mr. Avtar Dhaliwal as Nominating and Corporate Governance Chair.
iSpecimen Inc. reported voting results from its October 30, 2025 special meeting. Stockholders approved multiple capital actions, including a reverse stock split in a range of 1:10 to 1:100, an increase in authorized capital stock from 250,000,000 to 1,000,000,000, and approvals under Nasdaq Listing Rule 5635(d) for potential private financings and an equity line of credit that could exceed 19.99% of outstanding shares and occur below the Minimum Price.
As of the July 25, 2025 record date, 3,979,517 common shares were outstanding and entitled to vote. A quorum was present with 1,437,502 shares represented, approximately 36% of those entitled to vote. Stockholders also approved amending certain outstanding convertible securities to raise the conversion price floor from 50% to 80% of the lowest volume-weighted average price during the measurement period, and authorized other business properly brought before the meeting.
iSpecimen Inc. furnished an update on its strategic initiative to integrate digital assets into its business model. The company is pursuing plans to build an up to $200 million corporate treasury reserve based on the Solana blockchain ecosystem. Since outlining this approach in August 2025, iSpecimen reports that several cryptocurrency-related companies have approached it with opportunities involving tokenized real-world assets and highly ranked cryptocurrencies. In parallel, the company continues meetings focused on developing the Solana-based treasury program. The update was provided via a press release, which is furnished for informational purposes and not deemed filed for liability purposes.
iSpecimen Inc. reported that it has successfully completed Milestone 1 of its digital transformation program powered by Salestack Solutions. This first milestone covers installing the new Salestack platform and putting modern technology infrastructure in place.
With this foundation built, the company plans to move to Milestone 2, which will focus on integrating all parts of the business with the Salestack platform to improve operational efficiency, customer engagement, and data management across the organization.
iSpecimen announced significant changes to its Board of Directors on June 18, 2025. Richard J. Paolone (Chairman since February 2025) and John L. Brooks III (board member since June 2021) have resigned from the Board, effective immediately. Neither resignation involved disagreements with the company's operations, policies, or practices.
The Board appointed Anthony Lau as a new director on June 20, 2025. Lau brings significant experience as:
- CEO and CFO of Remington Resources (CSE-listed company) since 2021
- Expert in corporate governance and public company compliance
- Engineering professional in oil and gas infrastructure since 2014
Following these changes, the Board committees were restructured:
- Audit Committee: Lau (Chair), Dhaliwal, Yang
- Compensation Committee: Yang (Chair), Lau, Dhaliwal
- Nominating and Corporate Governance Committee: Dhaliwal (Chair), Yang, Lau