ImmuCell Corp Files 8-K: Agreements, Personnel & Financials

TL;DR

ImmuCell 8-K: New deals, board shake-up, and financials filed. Watch closely.

AI Summary

On September 29, 2025, ImmuCell Corporation filed an 8-K report detailing several key events. These include the entry into a material definitive agreement, changes in directors and officers, and the filing of financial statements and exhibits. The report also confirms the company's principal executive offices are located at 56 Evergreen Drive, Portland, Maine.

Why It Matters

This 8-K filing signals significant corporate actions, including potential new agreements and changes in leadership, which could impact the company's strategic direction and financial performance.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and changes in directors/officers, which can introduce uncertainty and potential shifts in strategy.

Key Numbers

• 001-12934 — SEC File Number (Identifies the company's filing with the SEC.)
• 01-0382980 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• ImmuCell Corporation (company) — Registrant
• September 29, 2025 (date) — Date of Report
• 56 Evergreen Drive, Portland, Maine 04103 (location) — Principal Executive Offices
• Delaware (location) — State of Incorporation

FAQ

Key Financial Figures

• $0.10 — ge on which registered Common Stock , $0.10 par value per share ICCC The Nasdaq
• $450,000 — ensated at a base annual base salary of $450,000 and will be entitled to participate in
• $400,000 — ual cash bonuses of up to an additional $400,000 per year subject to the Company having
• $100,000 — Boekhorst also is to receive a one-time $100,000 signing bonus upon commencement of empl
• $5.90 — Common Stock, with an exercise price of $5.90 per share. The second installment is to
• $250,000 — ed value for accounting purposes equals $250,000). Those latter options will be a mix of

Filing Documents

• iccc20250827_8k.htm (8-K) — 38KB
• ex_865267.htm (EX-10.1) — 78KB
• ex_865270.htm (EX-10.2) — 28KB
• ex_857800.htm (EX-99.1) — 11KB
• 0001437749-25-030110.txt ( ) — 321KB
• iccc-20250929.xsd (EX-101.SCH) — 3KB
• iccc-20250929_def.xml (EX-101.DEF) — 11KB
• iccc-20250929_lab.xml (EX-101.LAB) — 15KB
• iccc-20250929_pre.xml (EX-101.PRE) — 11KB
• iccc20250827_8k_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement The information set forth in Item 5.02 below is hereby incorporated by reference into this Item 1.01. Item 5.02. Departure of Directors or Certain Officers, Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The Board of Directors of ImmuCell Corporation (the Company) has elected Olivier te Boekhorst, age 54, to serve as its President and Chief Executive Officer starting November 1, 2025. Mr. te Boekhorst is currently an Operating Partner of Archimed, a global investment firm based in New York City and Lyon, France. He has served since August 2024 as Chair of SeqCenter, a laboratory services provider located in Pittsburgh, PA. From 2004 to 2022, he held several different positions at IDEXX Laboratories, a leading diagnostics products and services company, located in Westbrook, Maine (Nasdaq: IDXX). Most recently, he was Senior Vice President and General Manager for IDEXX, responsible for a portfolio of businesses including livestock diagnostics, dairy antibiotic residue testing, water safety testing, and OPTI Medical human point-of-care and COVID testing from 2019 to 2022. From 1997 to 2004, Mr. te Boekhorst was a Project Leader and Strategy Consultant for the Boston Consulting Group. Mr. te Boekhorst will be compensated at a base annual base salary of $450,000 and will be entitled to participate in the employee benefit plans offered by the Company. Mr. te Boekhorst, will be entitled to earn annual cash bonuses of up to an additional $400,000 per year subject to the Company having achieved for the prior year financial improvement targets set in advance by the Company's Board of Directors or its Compensation and Stock Option Committee. The targets for 2026 are anticipated to be negotiated between Mr. te Boekhorst and the Committee in the first quarter of 2026 after financial results for the 2025 fiscal year are available. Mr. te Boekhorst also is to receive

01. Exhibits

Item 9.01. Exhibits. (d) Exhibits . The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed: 10.1 Employment Agreement between the Company and Olivier te Boekhorst dated as of September 29, 2025. 10.2 Confidential Information, Inventions and Noncompete Agreement between the Company and Olivier te Boekhorst, signed September 29, 2025 and effective upon commencement of employment. 99.1 Press Release of the Company dated September 29, 2025. 104 Cover page Interactive Data File (embedded within the Inline XBRL document) 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. IMMUCELL CORPORATION Date: September 30, 2025 By: /s/ Michael F. Brigham Michael F. Brigham President, Chief Executive Officer and Principal Financial Officer Date: September 30, 2025 By: /s/ Timothy C. Fiori Timothy C. Fiori Chief Financial Officer 2 Exhibit Index Exhibit No. Description 10.1 Employment Agreement between the Company and Olivier te Boekhorst dated September 29, 2025. 10.2 Confidential Information, Inventions and Noncompete Agreement, signed September 29, 2025 and to become effective upon commencement of employment. 99.1 Press Release of the Company dated September 29, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3

View Full Filing

View this 8-K filing on SEC EDGAR