What changed in iSpecimen Inc.'s 10-K — 2024 vs 2025

Balance Sheets December 31, 2025 December 31, 2024 ASSETS Current assets: Cash and cash equivalents $ 6,880,835 $ 1,878,408 Accounts receivable and other receivables, net of allowance for doubtful accounts of $646,067 and $620,433 at December 31, 2025 and 2024, respectively 48,298 1,444,636 Inventory — 45,110 Prepaid expenses and other current assets 25,457 219,782 Total current assets 6,954,590 3,587,936 Property and equipment, net 25,543 93,563 Internally developed software, net 1,270,017 4,611,954 Intangible assets under development 1,000,000 — Other intangible assets, net — 716,700 Operating lease right-of-use asset 269,160 327,977 Security deposits 12,100 12,100 Total assets $ 9,531,410 $ 9,350,230 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 5,362,604 $ 4,197,561 Accrued expenses 619,242 1,168,786 Operating lease current obligation 56,925 43,369 Deferred revenue 192,535 360,708 Total current liabilities 6,231,306 5,770,424 Operating lease long-term obligation 211,873 268,798 Total liabilities 6,443,179 6,039,222 Commitments and contingencies (See Note 9) Stockholders’ equity Common stock, $0.0001 par value, 200,000,000 shares authorized, 8,480,147 issued and 8,478,597 outstanding at December 31, 2025 and 1,698,454 issued and 1,696,904 outstanding at December 31, 2024 848 170 Series C convertible preferred stock, $0.0001 par value 50,000,000 shares authorized, 6,875 issued and outstanding at December 31, 2025 and Nil issued and outstanding as at December 31, 2024 1 — Additional paid-in capital 85,437,703 75,173,627 Treasury stock, 1,550 shares at December 31, 2025 and 2024, at cost (172 ) (172 ) Accumulated other comprehensive income — — Accumulated deficit (82,350,149 ) (71,862,617 ) Total stockholders’ equity 3,088,231 3,311,008 Total liabilities and stockholders’ equity $ 9,531,410 $ 9,350,230 See accompanying notes to these financial statements.

Reflects retroactive effect of a 1-for-20 reverse stock split on September 13, 2024. F-3 iSpecimen Inc.

Statements of Operations and Comprehensive Loss Years Ended December 31, 2025 2024 Revenue $ 1,928,998 $ 9,291,115 Operating expenses: Cost of revenue 1,904,888 5,302,712 Technology 2,159,815 3,530,291 Sales and marketing 2,295,501 4,945,269 Supply development 246,979 537,888 Fulfillment 827,501 1,635,724 General and administrative 3,472,233 6,067,276 Total operating expenses 10,906,917 22,019,160 Loss from operations (8,977,919 ) (12,728,045 ) Other income (expense), net Interest expense (1,949 ) (173,771 ) Interest income 3,748 44,133 Interest and penalties on sales tax liability (7,969 ) (46,303 ) Other income (expense), net (1,503,443 ) 406,181 Total other income, net (1,509,613 ) 230,240 Net loss $ (10,487,532 ) $ (12,497,805 ) Other comprehensive loss: Net loss $ (10,487,532 ) $ (12,497,805 ) Unrealized loss on available-for-sale securities — (840 ) Total other comprehensive loss — (840 ) Comprehensive loss $ (10,487,532 ) $ (12,498,645 ) Net loss per share - basic and diluted $ (2.28 ) $ (17.58 ) Weighted average shares of common stock outstanding - basic and diluted 4,602,461 710,852 See accompanying notes to these financial statements.

Reflects retroactive effect of a 1-for-20 reverse stock split on September 13, 2024. F-4 iSpecimen Inc.

Statements of Changes in Stockholders’ Equity Year Ended December 31, 2025 Accumulated Additional Other Total Preferred Stock Common Stock Treasury Stock Paid-In Comprehensive Accumulated Stockholders’ Shares Amount Shares Amount Shares Amount Capital Income Deficit Equity Balance at December 31, 2023 — $ — 454,169 $ 45 1,550 $ (172 ) $ 69,105,176 $ 840 $ (59,364,812 ) $ 9,741,077 Stock-based compensation expense — — — — — — 101,844 — — 101,844 Vesting of restricted stock — — 1,958 — — — 147,831 — — 147,831 Repurchase of common stock exercisable under PIPE Warrants — — — — — — (52,500 ) — — (52,500 ) Issuance of common stock — — 132,814 13 — — 398,429 — — 398,442 ) Issuance of common stock in connection with At The Market Offering Agreement — — 199,004 $ 20 — — $ 1,494,394 — $ — $ 1,494,414 Issuance of common stock through exercise of warrants — — 734,221 74 — — 4,599,948 — — 4,600,022 ) Offering costs in connection with At The Market Offering Agreement — — — — — — (255,288 ) — — (255,288 ) Offering costs in connection with issuance of common shares and warrants — — — — — — (366,189 ) — — (366,189 ) Unrealized loss on available-for-sale securities — — — — — — — (840 ) — (840 ) Reverse stock split adjustment — — 174,738 18 — — (18 ) — — — Net loss — — — — — — — — (12,497,805 ) (12,497,805 ) Balance at December 31, 2024 — $ 1,696,904 $ 170 1,550 $ (172 ) $ 75,173,627 $ — $ (71,862,617 ) $ 3,311,008 Stock-based compensation expense — — — — — — 1,338 — — 1,338 Vesting of restricted stock — — 400 — — — 19,928 — — 19,928 Issuance of common stock in connection with Underwritten financing — — 1,482,644 148 — — 1,037,702 — — 1,037,850 Issuance of common stock in connection with PIPE financing — — 267,379 27 — — 299,972 — — 299,999 Issuance of common stock through exercise of prefunded warrants — — 6,323,719 632 — — 4,411,091 — — 4,411,723 Issuance of Series C convertible preferred stock in connection with PIPE financing 6,875 1 — — — — 5,499,999 — — 5,500,000 Offering costs in connection with the completion of financings — — — — — — (1,006,083 ) — — (1,006,083 ) Reversal of issued common stock through exercise of prefunded warrants due to error on issuance — — (1,292,449 ) (129 ) — — 129 — — — Net loss — — — — — — — — (10,487,532 ) (10,487,532 ) Balance at December 31, 2025 6,875 $ 1 8,478,597 $ 848 1,550 $ (172 ) $ 85,437,703 $ — $ (82,350,149 ) $ 3,088,231 See accompanying notes to these financial statements.

Reflects retroactive effect of a 1-for-20 reverse stock split on September 13, 2024. F-5 iSpecimen Inc.

Statements of Cash Flows Years Ended December 31, 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (10,487,532 ) $ (12,497,805 ) Adjustments to reconcile net loss to net cash used in operating activities: Stock-based compensation expense 21,266 249,675 Amortization of internally developed software 1,470,873 2,036,981 Amortization of other intangible assets 191,555 191,555 Depreciation of property and equipment 68,474 65,712 Bad debt expense 59,863 705,724 Write-off of other intangible assets 525,145 — Write-off of accounts receivable – unbilled — 1,187,964 Write-off of accounts payable (75,000 ) — Write-off of internally developed software 1,871,064 327,387 Non-cash interest income related to accretion of discount on available-for-sale securities — (28,976 ) Loss from sales of available-for-sale securities — 680 Loss on disposal of property and equipment — 58 Change in operating assets and liabilities: Accounts receivable – unbilled — 505,931 Accounts receivable 1,336,475 (903,329 ) Inventory 45,110 — Prepaid expenses and other current assets 194,325 27,187 Operating lease right-of-use asset 58,817 127,006 Security deposit — 15,501 Accounts payable 1,240,043 272,123 Accrued expenses (549,544 ) (371,821 ) Operating lease liability (43,369 ) (120,203 ) Deferred revenue (168,173 ) (55,063 ) Net cash used in operating activities (4,240,608 ) (8,263,713 ) CASH FLOWS FROM INVESTING ACTIVITIES: Capitalization of intangible asset under development (1,000,000 ) (653,288 ) Purchase of property and equipment (454 ) (31,546 ) Purchase of leasehold improvements included in operating lease right-of-use asset — (25,000 ) Purchase of available-for-sale securities — (460,932 ) Proceeds from sales and maturities of available-for-sale securities — 3,150,320 Net cash provided by (used in) investing activities (1,000,454 ) 1,979,554 CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock in connection with At the Market Offering Agreement — 1,494,414 Proceeds from issuance of common stock in with Securities Purchase Agreement 3,999,574 398,442 Proceeds from pre-funded warrants — 4,600,022 Proceeds from issuance of common stock in connection with private placement 1,749,998 — Proceeds from issuance of Series C convertible preferred stock in connection with PIPE financing 5,500,000 — Payment of offering costs in connection with the issuance of common stock in connection with At the Market Offering Agreement — (255,288 ) Payment of offering costs in connection with the issuance of common stock in connection with pre-funded warrants and common shares (1,006,083 ) (366,189 ) Repurchase of common stock purchase warrants exercisable under PIPE warrants — (52,500 ) Net cash provided by financing activities 10,243,489 5,818,901 Net increase (decrease) in cash and cash equivalents 5,002,427 (465,258 ) Cash and cash equivalents at beginning of year 1,878,408 2,343,666 Cash and cash equivalents at end of year $ 6,880,835 $ 1,878,408 Supplemental disclosure of cash flow information: Cash paid for interest $ 1,948 $ 14,358 Supplemental disclosure of non-cash investing and financing activities: Non-cash amounts of lease liabilities reducing from terminating right-of-use assets $ — $ 321,805 Non-cash adjustment to reduce lease liabilities and right-of-use assets due to lease termination $ — $ 85,679 Stock issuance costs included in accounts payable and accrued expenses $ — $ 7,023 See accompanying notes to these financial statements.

F-6 iSpecimen Inc. Notes to Financial Statements 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION Business iSpecimen Inc. (“iSpecimen” or the “Company”) was incorporated in 2009 under the laws of the state of Delaware.

Basis of Presentation The Company’s financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”).

Reverse Stock Split On October 9, 2023, the Company received a notification from Nasdaq that its Common Stock failed to maintain a minimum bid price of $1.00 over the previous 30 consecutive business days as required by the Listing Rules of The Nasdaq Stock Market.

On July 19, 2024, the Company’s stockholders approved a proposal to amend the Company’s Fourth Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to effect a reverse stock split of the Company’s issued and outstanding shares of common stock, as well as any shares of common stock held by the Company in treasury, at a ratio in the range from 1-for-10 to 1-for-20.

On August 19, 2024, the Company’s board of directors approved a one-for-twenty (1:20) reverse stock split of the Company’s issued and outstanding shares of common stock (the “Reverse Stock Split”).

On September 13, 2024, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Certificate of Incorporation to effect the Reverse Stock Split. The Reverse Stock Split became effective on September 13, 2024, and the Company’s common stock began trading on a split-adjusted basis on Nasdaq on September 16, 2024.

On October 1, 2024, the Company received a notification from Nasdaq that the Staff has determined that for the last 11 consecutive business days, from September 16, 2024 to September 30, 2024, the closing bid price of the Company’s Common Stock was $1.00 per share or greater. Accordingly, the Company has regained compliance with Listing Rule 5559(a)(2).

Except as otherwise indicated, all references to the Company’s common stock, share data, per share data and related information has been adjusted for the Reverse Stock Split ratio of 1-for-20 as if they had occurred at the beginning of the earliest period presented.

The Reverse Stock Split combined each 20 shares of our outstanding common stock and treasury shares into one share of common stock without any change in the par value per share, and the Reverse Stock Split correspondingly adjusted, among other things, the exercise rate of our warrants and options into the Company’s common stock.

No fractional shares were issued in connection with the Reverse Stock Split, and any fractional shares resulting from the Reverse Stock Split were rounded up to the nearest whole share. F-7 iSpecimen Inc. Notes to Financial Statements Going Concern Uncertainty and Management’s Plan The Company has recognized recurring losses since inception.

As of December 31, 2025, the Company had positive working capital of $723,284, an accumulated deficit of $82,350,149, cash and cash equivalents of $6,880,835, and accounts payable and accrued expenses of $5,981,846. Since inception, the Company has relied upon raising capital and its revenues to finance operations.

The future success of the Company is dependent on its ability to successfully obtain additional working capital and/or to ultimately attain profitable operations.

During the year ended December 31, 2025, the Company continued its efforts, which had begun in 2023, to decrease its capital and operational expenditures by cutting costs and right sizing the Company through a reduction in workforce while streamlining operations and rationalizing resources to focus on key market opportunities.

The reductions in workforce since January 1, 2024 through December 31, 2025, cumulatively resulted in an estimated reduction in monthly compensation costs of approximately 67% and technology costs of approximately 39% during the year December 31, 2025 when compared to the year ended December 31, 2024.

While the Company plans to improve its sales and revenues, the Company is taking steps to significantly reduce and manage expenditures to improve its financial position and ensure continued funding of operations. However, as certain elements of the Company’s operating plan are not within the Company’s control, the Company is unable to assess their probability of success.

During the year ended December 31, 2025, the Company engaged in raising capital through equity financing as discussed in Note 10. The Company may be unsuccessful in increasing its revenues or contain its operating expenses, or it may be unable to raise additional capital on commercially favorable terms.

The Company’s failure to generate additional revenues or contain operating costs would have a negative impact on the Company’s business, results of operations and financial condition and the Company’s ability to continue as a going concern. If the Company does not generate enough revenue to provide an adequate level of working capital, its business plan will be scaled down further.

These conditions raise substantial doubt regarding the Company’s ability to continue as a going concern for a period of one year from the date these financial statements are issued.

Management’s plan to mitigate the conditions that raise substantial doubt includes generating additional revenues, deferring certain projects and capital expenditures and eliminating certain future operating expenses for the Company to continue as a going concern. However, there can be no assurance that the Company will be successful in completing any of these options.

As a result, management’s plans cannot be considered probable and thus do not alleviate substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above. F-8 iSpecimen Inc. Notes to Financial Statements 2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.

The Company utilizes certain estimates in the determination of the deferred tax valuation allowances, revenue recognition, stock-based compensation, allowance for doubtful accounts, accrued expenses, and the useful lives of internally developed software and sequenced data. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances.

Actual results could differ from such estimates. Concentrations of Credit Risk - Suppliers For the year ended December 31, 2025, no supplier accounted for 10% of the Company’s total purchases (cost of revenues). For the year ended December 31, 2024, one supplier (Supplier B) accounted for approximately 11.32% of the Company’s total purchases (cost of revenues).

No other supplier accounted for 10% or more of total purchases (cost of revenues) in either 2025 or 2024. The Company sources certain specimen types and related services from a limited number of suppliers.

The loss of any of the significant suppliers described above, or a disruption or reduction in the volume of specimens or services they provide, could adversely affect the Company’s ability to fulfill customer orders on a timely basis and could have a material adverse effect on the Company’s business, financial condition, and results of operations.

Investments The Company’s investments are considered to be available-for-sale and are recorded at fair value. Unrealized gains and losses are included in accumulated other comprehensive income. Purchases and sales of securities are reflected on a trade-date basis.

Realized gains or losses are released from accumulated other comprehensive income and into earnings on the statement of operations, and amortization of premiums and accretion of discounts on the U.S treasury bills are recorded in interest expense or income, respectively. The Company continually monitors the difference between its cost basis and the estimated fair value of its investments.

The Company’s accounting policy for impairment recognition requires other-than-temporary impairment charges to be recorded when it determines that it is more likely than not that it will be unable to collect all amounts due according to the contractual terms of the fixed maturity security or that the anticipated recovery in fair value of the equity security will not occur in a reasonable amount of time.

Impairment charges on investments are recorded based on the fair value of the investments at the measurement date or based on the value calculated using a discounted cash flow model.

Credit-related impairments on fixed maturity securities that the Company does not plan to sell, and for which it is not more likely than not to be required to sell, are recognized in net income. Any non-credit related impairment is recognized as a component of other comprehensive income.

We are not in compliance with Nasdaq’s minimum bid price requirement, and our common stock may be delisted if we fail to regain compliance.

On November 19, 2025, we received notice from Nasdaq that the closing bid price of our common stock had been below $1.00 per share for 30 consecutive business days, resulting in non-compliance with Nasdaq Listing Rule 5550(a)(2).

We have until May 18, 2026 to regain compliance by maintaining a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days (or such longer period as required by Nasdaq).

If we do not regain compliance by that date, we may be eligible for an additional 180-day compliance period, subject to meeting other listing requirements and notifying Nasdaq of our intent to cure the deficiency, which may include a reverse stock split. There can be no assurance that we will regain compliance within the applicable period(s).

If we fail to do so, our common stock may be delisted. A delisting could materially and adversely affect the liquidity and market price of our common stock, reduce investor interest and analyst coverage, and impair our ability to raise capital.

If delisted, our common stock may trade on an over-the-counter market, which is generally characterized by lower liquidity and greater volatility. We intend to monitor our stock price and evaluate options to regain compliance; however, there can be no assurance that any such actions will be successful.