iSpecimen Inc. 8-K/A

What Happened
iSpecimen Inc. (ISPC) filed an amendment to the Certificate of Designation for its Series C Convertible Non‑Voting Preferred Stock on January 16, 2026. The Amended Certificate modifies Section 7 of the original designation (filed December 30, 2025) to specify that both the Conversion Price and the Floor Price will be proportionately adjusted if the company implements a 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 shares.

Key Details

• Filing date of amendment: January 16, 2026 (Original Certificate filed December 30, 2025).
• Security affected: Series C Convertible Non‑Voting Preferred Stock, par value $0.0001 per share.
• Change: Conversion Price and Floor Price will be proportionately adjusted upon reverse stock splits or similar share-reducing transactions.
• Approval: Adopted in accordance with the original Certificate’s approval provisions by the company and holders holding >50% of outstanding Series C shares.

Why It Matters
This amendment protects the economic terms of the Series C preferred holders if the company later reduces its outstanding common shares (for example, via a reverse split). For investors, it clarifies how conversion economics will be recalculated in the event of such corporate actions, reducing uncertainty about dilution and conversion value. Except for this change, all other rights and preferences of the Series C shares remain unchanged.