Quorum shortfall delays iSpecimen (NASDAQ: ISPC) 2025 shareholder vote

Rhea-AI Filing Summary

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.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Understanding 8-K Material Events →

false 0001558569 0001558569 2026-01-23 2026-01-23 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

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): January 23, 2026

iSpecimen Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-40501		27-0480143
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

8 Cabot Road, Suite 1800
Woburn, MA 01801

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (781) 301-6700

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
Common Stock, par value $0.0001 per share		ISPC		The Nasdaq 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 8.01. Other Events.

On December 31, 2025, iSpecimen Inc. (the “Company”) convened its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). The Company adjourned the Annual Meeting because a quorum was not achieved and to allow additional time for the Company’s stockholders to vote on the proposals described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on November 21, 2025.

The Company reconvened the Annual Meeting on January 23, 2026. The Company again adjourned the Annual Meeting because a quorum was not achieved and to allow additional time for the Company’s stockholders to vote on the proposals described in the Company’s definitive proxy statement.

The Company intends to reconvene the Annual Meeting on February 13, 2026. The record date for the Annual Meeting continues to be November 3, 2025.

1 

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: January 27, 2026

	iSPECIMEN INC.
	By:	/s/ Katharyn Field
		Name:	Katharyn Field
		Title:	Chief Executive Officer

2 

FAQ

What did iSpecimen (ISPC) disclose in this 8-K filing?

The company disclosed that its 2025 Annual Meeting of Stockholders has been adjourned twice due to not achieving a quorum and that it plans to reconvene the meeting on February 13, 2026.

Why was iSpecimen's 2025 Annual Meeting adjourned?

The 2025 Annual Meeting was adjourned on both December 31, 2025 and January 23, 2026 because a quorum was not achieved, meaning not enough shares were represented to conduct official business.

When will iSpecimen (ISPC) reconvene its 2025 Annual Meeting?

iSpecimen intends to reconvene its 2025 Annual Meeting of Stockholders on February 13, 2026.

What is the record date for iSpecimen's 2025 Annual Meeting?

The record date for the 2025 Annual Meeting remains November 3, 2025, so only stockholders of record on that date are entitled to vote.

What proposals are being voted on at iSpecimen's 2025 Annual Meeting?

The proposals are those described in iSpecimen’s definitive proxy statement filed with the SEC on November 21, 2025, which the company is allowing additional time for stockholders to consider and vote on.

Who signed the 8-K filing for iSpecimen (ISPC)?

The 8-K was signed on behalf of iSpecimen Inc. by Katharyn Field, the company’s Chief Executive Officer.