INTERPACE BIOSCIENCES, INC. 10-K

ITEM 5. MARKET FOR OUR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Effective February 25, 2021, our common stock was delisted from The Nasdaq Capital Market and began trading on the OTCQX Best Market under the symbol “IDXG.” OTCQX Best Market quotations reflect inter-dealer prices and may not necessarily represent actual transactions. On May 20, 2025, we received notice from the OTCQX indicating that the Company’s market capitalization has stayed below the required $5 million for 30 consecutive calendar days preceding the date of such notice, and that the Company no longer met the standards for continued qualification for the OTCQX U.S. tier under the OTCQX Rules for U.S. Companies section 3.2.b.2. The Company’s common stock was removed from quotation on the OTCQX on August 18, 2025. The Company’s common stock is currently quoted on the OTCID ® tier of the OTC Markets Group Inc. (the “OTCID”), an electronic quotation service operated by OTC Markets Group Inc. The Company intends to seek an uplisting of its common stock to Nasdaq, but no assurances can be given that a Nasdaq listing will be achieved. Holders of Record We had 184 stockholders of record as of March 2, 2026. Not reflected in the number of stockholders of record are persons who beneficially own shares of common stock held in nominee or street name. Dividends We have not declared any cash dividends and do not intend to declare or pay any cash dividends in the foreseeable future. Future earnings, if any, will be used to finance the future operation and growth of our businesses. Unregistered Sales of Equity Securities On October 10, 2024, we entered into an Exchange Agreement with Ampersand and 1315 Capital, pursuant to which the Company exchanged an aggregate of 47,000 shares of the Company’s existing Series B Preferred Stock, comprised of 28,000 shares of Series B Preferred Stock held by Ampersand and 19,000 shares of Series B Preferred Stock held by 1315 Capital, which represented all of the Company’s issued and outstanding Series B Preferred Stock, for 47,000 newly created shares of Series C Preferred Stock. In the exchange, Ampersand received 28,000 shares of Series C Preferred Stock and 1315 Capital received 19,000 shares of Series C Preferred Stock. The shares of Series C Preferred Stock issued in the exchange were not registered under the Securities Act, and were issued in reliance on the exemptions from registration provided by Section 4(a)(2) under the Securities Act and Regulation D promulgated thereunder, for transactions not involving a public offering. In connection with the exchange, on October 10, 2024, the Company entered into an Amended and Restated Investor Rights Agreement with Ampersand and 1315 Capital. The Amended and Restated Investor Rights Agreement established certain terms and conditions concerning the rights of and restrictions on Ampersand and 1315 Capital with respect to the ownership of the Series C Preferred Stock of the Company. The Amended and Restated Investor Rights Agreement provided the Investors with (1) demand registration rights subject to certain limitations described therein, (2) piggy-back registration rights at any time the Company proposed to file a registration statement under the Securities Act, with respect to an offering of equity securities, or securities or other obligations exercisable or exchangeable for, or convertible into, equity securities, subject to certain exceptions described therein, and (3) shelf registration rights On January 13, 2026, Ampersand converted the 28,000 shares of Series C Preferred Stock it held into 13,861,386 shares of our common stock. On January 15, 2026, 1315 Capital converted the 19,000 shares of Series C Preferred Stock it held into 9,405,941 shares of our common stock. All shares of Series C Preferred Stock were thereby converted, resulting in the issuance of an aggregate of 23,267,327 shares of Interpace common stock (calculated as $1,000 stated value per preferred share divided by the $2.02 conversion price). The shares of common stock issued as a result of the conversions were not registered under the Securities Act, and were issued in reliance on the exemptions from registration provided by Section 4(a)(2) under the Securities Act and Regulation D promulgated thereunder, for transactions not involving a public offering. 53 Use of Proceeds None. Repurchases None. ITEM 6. RESERVED