iSpecimen (ISPC) AGM 2026 summary

Opening remarks and agenda

• Virtual special stockholder meeting opened at 10:00 a.m. ET; holders of record on Aug. 12, 2026, could vote one vote per common share.

• Five proposals were on the agenda; 1,287,547 shares, or 51.12% of 2,518,590 eligible shares, were represented, establishing a quorum.

Shareholder proposals

• Proposal 1 sought Nasdaq-compliance approval for securities issued under the May 18, 2026 purchase agreement, potentially exceeding 19.9% of pre-transaction shares and priced below Nasdaq’s minimum price.

• Proposal 2 sought authorization for a 1-for-10 to 1-for-100 reverse split, with the Board to set the exact ratio; voting remained open through Oct. 30, 2026, at 10:00 a.m. ET.

• Proposal 3 sought approval for possible financing issuances during the 12 months after approval, including conversion or exercise prices reflecting an 80% discount from the applicable lowest VWAP and related resets and adjustments.

• Proposal 4 sought approval of an asset acquisition from Foldlab AI Ltd. under a Sept. 4, 2026 agreement, including common shares as partial consideration; closing was conditioned on stockholder approval.

• Proposal 5 authorized adjournment to solicit additional proxies if needed; the Chair said the authority would be used to allow more voting time on proposal 2.

Corporate governance

• Broadridge’s inspector tabulated votes; stockholders of record could vote or change votes online, while beneficial owners were directed to their broker or nominee’s instructions.

• Board recommendations were unanimously in favor of proposals 1 through 5; broker non-votes had no effect on proposals 3 and 4, while abstentions counted against proposals 3, 4, and 5.

• Proposal 2 remained subject to the Aug. 12, 2026 record date; previously submitted proxies remained valid unless revoked.