Sec Form 4 Filing - Ross Andrew L. @ iSpecimen Inc. - 2021-06-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ross Andrew L.
2. Issuer Name and Ticker or Trading Symbol
iSpecimen Inc. [ ISPC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ISPECIMEN INC., 450 BEDFORD STREET
3. Date of Earliest Transaction (MM/DD/YY)
06/17/2021
(Street)
LEXINGTON, MA02420
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/17/2021 P 100 A $ 6.27 1,310,624( 4 ) D
Common Stock 06/23/2021 P 400 A $ 6.52 1,311,024 D
Common Stock 11/08/2021 P 1,000 A $ 5.73 1,312,024 I By Wingood Capital LLC
Common Stock 11/10/2021 P 500 A $ 5.85 1,312,524 D
Common Stock 11/15/2021 P 500 A $ 5.29 1,313,024 D
Common Stock 11/15/2021 P 500 A $ 5.3 1,313,524 D
Common Stock 11/16/2021 P 1,000 A $ 5.19 1,314,524 I By Wingood Capital LLC
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Options( 1 ) ( 1 ) 07/30/2021 06/21/2021 A 13,525 ( 1 ) ( 1 ) Common Stock 13,525 ( 3 ) 13,525 D
Restricted Stock Units( 2 ) ( 2 ) 07/30/2021 06/21/2021 A 2,500 ( 2 ) ( 2 ) Common Stock 2,500 ( 3 ) 2,500 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ross Andrew L.
C/O ISPECIMEN INC.
450 BEDFORD STREET
LEXINGTON, MA02420
X X
Signatures
/s/ Andrew L. Ross 11/29/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each non-qualified stock option ("NSO") represents a contingent right to receive one share of common stock at settlement subject to the terms and conditions set forth in the award of such NSOs by iSpecimen Inc. (the "Company") to the Reporting Person pursuant to a Nonqualified Stock Option Award Agreement (the "NSO Agreement") under the iSpecimen Inc. 2021 Amended and Restated Stock Incentive Plan, as amended. The NSOs has a vesting term of three years with a one-year cliff (i.e. 33.33% of the NSOs vest on June 21, 2022, and the rest of the NSOs vest in equal quarterly installments on September 21, 2022 and each December 21, March 21, June 21 and September 21 until June 21, 2024), subject to the terms and conditions set forth in the NSO Agreement.
( 2 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock at settlement subject to the terms and conditions set forth in the award of such RSUs by the Company to the Reporting Person pursuant to a Restricted Stock Unit Award Agreement (the "RSU Agreement"). The RSUs vest in four equal quarterly installments on September 21, 2021, December 21, 2021, March 21, 2022 and June 21, 2022, subject to the terms and conditions set forth in the RSU Agreement.
( 3 )The derivative securities were awarded as compensation to the Reporting Person for his service as the director of the Company.
( 4 )Including 1,310,524 shares of common stock acquired by the Reporting Person on June 21, 2021, as reported in the Form 4 filed with the Securities and Exchange Commission on June 23, 2021.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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