iSpecimen Inc.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On April 29, 2026, iSpecimen Inc. (the “Company”) filed a Fifth Amended and Restated Certificate of Incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware, which, among other things, effectuated a reverse stock split of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share, at a ratio of 1-for-40 (the “Reverse Stock Split”). The Reverse Stock Split became effective at 4:30 p.m. Eastern Time on April 27, 2026, and the Company’s common stock began trading on a split-adjusted basis on the Nasdaq Capital Market (“Nasdaq”) when the market opened on April 28, 2026. The Company’s common stock continues to trade on Nasdaq under the symbol “ISPC.” The new CUSIP number for the Company’s common stock following the Reverse Stock Split is 45032V306. At the Company’s special meeting of stockholders held on October 30, 2025 (the “Special Meeting”), the Company’s stockholders approved a proposal to amend the Company’s Fourth Amended and Restated Certificate of Incorporation (the “Prior Certificate”) to effect a reverse stock split at a ratio in the range of 1-for-10 to 1-for-100, with the final ratio to be determined by the Company’s Board of Directors (the “Board”), at any time prior to the one-year anniversary of stockholder approval. On April 9, 2026, the Board approved the Reverse Stock Split at a ratio of 1-for-40. As a result of the Reverse Stock Split, every 40 shares of the Company’s issued and outstanding common stock, as well as all shares of common stock held by the Company in treasury, were automatically combined into one share of common stock, without any change in the par value per share. No fractional shares were issued in connection with the Reverse Stock Split. Any fractional share of common stock that would otherwise have resulted from the Reverse Stock Split was rounded up to the nearest whole share. Immediately prior to the effectiveness of the Reverse Stock Split, the Company had 52,639,796 shares of common stock issued and outstanding. Following the Reverse Stock Split, the Company has approximately 1,316,032 shares of common stock issued and outstanding. In addition, proportionate adjustments were made to (i) the per share exercise price and the number of shares issuable upon the exercise of all outstanding stock options and warrants to purchase shares of common stock, (ii) the number of shares of common stock issuable upon the vesting of outstanding restricted stock units, and (iii) the number of shares reserved for issuance pursuant to the Company’s equity incentive plans. The Reverse Stock Split was intended to increase the per share trading price of the Company’s common stock to better position the Company to attract certain institutional and other investors and to regain compliance with the minimum bid price requirement for continued listing of the Company’s common stock on Nasdaq. In connection with the adoption of the Restated Certificate, the Board also ratified, pursuant to Section 204 of the General Corporation Law of the State of Delaware, as a defective corporate act, the Company’s prior one-for-twenty (1:20) reverse stock split effected on September 13, 2024, for which a certificate of amendment to the Prior Certificate was not filed with the Secretary of State of the State of Delaware at the time of effectiveness. On April 29, 2026, the Company submitted a Certificate of Validation (the “Certificate of Validation”) with the Secretary of State of the State of Delaware to validate such prior reverse stock split in accordance with Section 204 of the General Corporation Law of the State of Delaware. The Restated Certificate restates and integrates in their entirety the provisions of the Prior Certificate, as amended, including the effects of both the prior 1:20 reverse stock split and the current 1:40 Reverse Stock Split. Broadridge Corporate Issuer Solutions, LLC, the Company’s transfer agent, is acting as the exchange agent for the Reverse Stock Split. Registered stockholders holding pre-split shares of common stock electronically in book-entry form are not required to take any action to receive post-split shares. The foregoing descriptions of the Restated Certificate and the Certificate of Validation are qualified in their entirety by reference to the full text of the Restated Certificate and the Certificate of Validation, copies of which are filed as Exhibits 3.1 and 3.2 hereto, respectively, and are incorporated herein by reference.

Item 8.01 Other Events. On April 24, 2026, the Company issued a press release announcing the Reverse Stock Split. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.