iSpecimen Inc. 8-K

What Happened

• iSpecimen Inc. (Nasdaq: ISPC) filed an 8-K on January 5, 2026 reporting that on December 31, 2025 it entered a Consulting Agreement with IR Agency LLC to provide marketing, advertising and digital community-building services.
• The company paid an aggregate cash fee of $2,000,000 to the consultant upon execution; this amount was funded from net proceeds of iSpecimen’s December 31, 2025 private placement of Series C Convertible Non-Voting Preferred Stock. The initial term is four months beginning December 31, 2025. The consultant is an independent contractor and the services are non-exclusive.

Key Details

• Agreement date: December 31, 2025; 8-K filed January 5, 2026.
• Fee: $2,000,000 paid on execution and deemed earned upon receipt.
• Term: initial four (4) month term commencing December 31, 2025; either party may terminate at any time per agreement terms.
• Consultant representations: not a broker-dealer or investment adviser; will not solicit investors or effect securities transactions; to comply with applicable U.S. securities laws.

Why It Matters

• This filing shows a material use of cash from iSpecimen’s recent Series C private placement proceeds—$2.0M was paid immediately for marketing and investor-communications services—affecting available liquidity from that offering.
• For investors, the agreement signals the company is investing in marketing and community-building shortly after its private placement; the short initial term and termination rights limit long-term commitment.
• The consultant’s representations (not soliciting investors, compliance with securities laws) clarify that the engagement is for marketing and communication services, not for fundraising activities.