Current Report Filing (8-k)
January 10 2023 - 4:31PM
Edgar (US Regulatory)
0001558569
false
0001558569
2023-01-09
2023-01-09
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 9, 2023
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.) |
450
Bedford Street
Lexington,
MA
02420 |
(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 x
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 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed in the Current Report
on the Form 8-K of iSpecimen Inc., a Delaware corporation (the “Company”), filed with the Securities and Exchange Commission
on September 22, 2022, Christopher Ianelli informed the Board of Directors (the “Board”) of the Company of his intention to
resign as Chief Executive Officer and President of the Company effective October 24, 2022. As a result. The Board appointed Tracy Curley,
who concurrently serves as the Chief Financial Officer and Treasurer of the Company, as Interim Chief Executive Officer of the Company,
effective immediately upon Dr. Ianelli’s no longer serving as Chief Executive Officer and President of the Company.
On January 9, 2023, the Board, at a Special Meeting
of the Board of Directors, appointed Ms. Curley as Chief Executive Officer of the Company, effective immediately. With the appointment
of Ms. Curley as Chief Executive Officer, the Board will be initiating a comprehensive search process to identify a new Chief Financial
Officer of the Company.
Ms. Curley has been serving as Chief Financial
Officer of the Company since August 2020 and as Treasurer of the Company since July 2021. She was a partner at Cohn Reznick LLP, a national
accounting firm, from September 2017 to June 2020. During her time at CohnReznick, LLP, Ms. Curley led the creation and development of
an emerging markets commercial audit practice for the firm in their Boston, MA office. Her practice focused on recruiting and providing
audit services to private and public emerging growth companies in the technology and life sciences industries. From November 2014 to August
2017, she also served as a partner at Marcum LLP, a national accounting firm. Ms. Curley led the northeast regional high-tech practice
for the firm. She focused on expanding the client base to provide a full range of accounting, tax and advisory services for private and
public emerging growth companies in high tech industries such as technology, life sciences and advanced manufacturing. From March 2010
to October 2014, Ms. Curley served as a partner at Moody, Famiglietti & Andronico, LLP (“MFA”), a proactive consulting
firm in the greater Boston, MA area with national and global reach. During her time at MFA, Ms. Curley led the creation and development
of a public company audit practice focused on recruiting and providing audit services to public emerging growth companies. Ms. Curley
serves as President and a board member of the North Shore Technology Council and as a board member of Project Green Schools. Ms. Curley
received her Master of Accountancy and Bachelor of Science in Business Administration with a concentration in accounting from Kansas State
University. She also attended the United States Military Academy. She is a certified public accountant licensed in the Commonwealth of
Massachusetts.
There are no family relationships between Ms.
Curley and any director, executive officer, or person nominated or chosen by the Company to become an executive officer of the Company.
There are no transactions between the Company and Ms. Curley that are subject to disclosure under Item 404(a) of Regulation S-K.
On January 10, 2023, the Company issued a press release announcing
the appointment of Ms. Curley. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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 10, 2023
|
iSPECIMEN INC. |
|
|
|
|
By: |
/s/ Tracy Curley |
|
|
Name: |
Tracy Curley |
|
|
Title: |
Chief Executive Officer |
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