Geron Corporation (GERN)
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AGM 2026

May 20, 2026

Summary

The meeting approved all board proposals, including director elections and incentive plan changes. Updates highlighted progress in clinical trials, organizational restructuring, and plans for ex-U.S. commercialization, with key trial results expected by 2028.

Elizabeth O'Farrell
Chair of the Board, Geron Corporation

Afternoon. My name is Elizabeth O'Farrell, and I am the Chair of the Board of Directors of Geron Corporation. On behalf of the entire Geron Board, I am very happy to welcome you to the Geron Corporation 2026 Annual Stockholders Meeting. The meeting will now officially come to order. The time is now 2:02 P.M. on May 20th, 2026, and the polls are now open for voting on all matters to be presented. Before we proceed with the formal business of the meeting, I'd like to introduce you to the members of the board who are with us today. Dawn C. Bir, John F. McDonald, Dr. Susan Molineaux, Dr. Robert Spiegel, and Constantine Chinoporos. We are also joined by Harout Semerjian, Board member, President, and Chief Executive Officer of Geron. I will now hand the meeting to Harout for further introductions. Harout?

Harout Semerjian
President, CEO, and Board of Directors Member, Geron Corporation

Thank you very much, Liz, and thanks to our shareholders in attendance. I'd like to introduce the members of my executive leadership team who are with us today. Dr. Joe Eid, Executive Vice President R&D, and Chief Medical Officer. Ahmed ElNawawi, Executive Vice President and Chief Commercial Officer. Michelle Robertson, Executive Vice President and Chief Financial Officer. Shannon Odam, Executive Vice President and Chief People Officer. Tim Williams, Executive Vice President, Chief Legal Officer, and Corporate Secretary. Dawn Schottlandt, Senior Vice President, Investor Relations and Corporate Affairs. Dr. Shanthakumar Tyavanagimatt, Senior Vice President and Chief Technical Officer. Bryan Ridgell, Senior Vice President, Portfolio and Project Manager, and Chief of Staff. I would also like to introduce Pam Kelleher, a representative of Ernst & Young, Geron's independent registered public accounting firm, who is also in attendance virtually and available to respond to appropriate questions as needed.

As you know, we are hosting today's meeting through a virtual online platform hosted by Broadridge. This meeting is being recorded and will be archived for one year after the date of the annual meeting at www.virtualshareholdersmeeting.com/gern2026. We will now proceed with the formal business of the meeting in the order set forth in the Notice of Annual Meeting and Proxy Statement. At this point, I'm appointing Tim Williams, our Chief Legal Officer and Corporate Secretary, as the secretary of the meeting and will turn the meeting to Tim to conduct our formal business.

Tim Williams
EVP, Chief Legal Officer, and Corporate Secretary, Geron Corporation

Thank you, Harout. First, we'll present the four proposals submitted for approval by the Geron Board. We will announce the preliminary voting results. As a reminder, the rules of conduct for this meeting are posted at www.virtualshareholdermeeting.com/gern2026. To help ensure an orderly and productive meeting, we ask that you observe these rules. Stockholders who are attending this meeting with a valid 16-digit control number may submit questions or comments for the Q and A portion of this meeting through the text box located on the virtual meeting screen. We will try to answer questions submitted that are germane to the proposals and or this meeting as and if we have time. The polls are currently open for voting on all matters. After all items to be voted on have been described, the polls will be closed. Once the polls are closed, we will not accept any additional ballots, proxies, revocations, or changes.

If you have already submitted your proxy and you do not wish to change your vote, no further action is required. If you have not yet voted, you must submit your vote online now for it to be counted. If you have not yet voted, we encourage you to do so at this time. After the formal part of our meeting has concluded, we will answer any appropriate questions submitted through the portal. I have an affidavit certifying that notice of this annual meeting of stockholders of Geron Corporation was duly given to all stockholders of record as of the close of business on March 26, 2026. A copy of the notice and affidavit will be filed with the records of this meeting. We have appointed Jim Alden of Broadridge Financial Solutions, who is present virtually, to act as the Inspector of Election at this meeting.

He has taken and subscribed the customary oath of office to execute his duties with strict impartiality. We will file his oath with the record of this meeting. I've been informed by the Inspector of Election that proxies have been received representing more than 50% of the 640,900,330 shares of common stock outstanding on the record date. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. There are four proposals to be considered by the stockholders at the meeting. The first item of business is the election of three nominees for director to hold office as Class III members of the Board of Directors until the 2029 annual meeting of stockholders and until their successors are elected. The nominees for Class III director are Dr. Susan M. Molineaux, Patricia S. Andrews, and Constantine Chinoporos.

The second item of business today is the approval of the amendment and restatement of Geron's 2018 Equity Incentive Plan to increase the aggregate number of shares of common stock available for issuance thereunder by 4,500,000 shares and to make certain other changes thereto, as described further in the proxy statement. The third item of business today is the approval on an advisory basis of the compensation of Geron's named executive officers as described in the proxy statement. The final item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026. That was the final proposal for today's meeting. I will now pause to review whether any questions regarding the proposals have been submitted through the portal.

We have received no questions regarding the proposals. The time is now 2:08 P.M., and the polls are closed for voting. The report of the Inspector of Election covering the proposals presented at this meeting is as follows. Dr. Susan M. Molineaux, Patricia S. Andrews, and Constantine Chinoporos have been elected as Class III directors of Geron. Geron's 2018 Equity Incentive Plan, as amended and restated, is approved. The resolution concerning the advisory vote on the compensation of Geron's named executive officers is approved. The appointment of Ernst & Young LLP as Geron's independent registered public accounting firm for the fiscal year ending December 31, 2026, is ratified.

We expect to report our preliminary voting results, or if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within four business days after the final results are known to us. This concludes the formal portion of today's meeting. We will now open the meeting to investor questions submitted through the online investor portal. Please allow a brief pause while we review the questions submitted. The first question we have is a question regarding the status of the MF trial. For that, I'll turn to Harout.

Harout Semerjian
President, CEO, and Board of Directors Member, Geron Corporation

Yeah. Thank you, Tim. We have reported that our myelofibrosis phase III has fully enrolled last fall, and we are expecting us to have the trigger for the interim analysis before the end of this year. If we pass that, the full analysis would be also expected in the second half of 2028. For our own planning purposes, what we have said publicly, given the small alpha that would be spent for the interim analysis, typically, a lot of these trials will go to full maturity of the data, which at this point would be in the second half of 2028. Saying that, we also are planning to run a very high and robust interim analysis should those events happen now, and we expect that to be in the second half of 2026.

Tim Williams
EVP, Chief Legal Officer, and Corporate Secretary, Geron Corporation

Another question we received is a question regarding the status of investigator-sponsored trials.

Harout Semerjian
President, CEO, and Board of Directors Member, Geron Corporation

Yeah, I can take that, Tim, for simplicity. We have invested heavily in the last period on investigator-sponsored trials. This is really driven by the high scientific interest from the community to further study the novel therapeutic events such as the telomerase inhibitors and imetelstat in adjacent disease areas. We have reported a few months ago that we have more than 10 of these trials that have been vetted by Geron and approved, and we look forward to continuing the dialogue with the medical community as we pressure test the full value of what telomerase inhibition and imetelstat, in particular, can bring to even more patients.

Tim Williams
EVP, Chief Legal Officer, and Corporate Secretary, Geron Corporation

Please allow a pause for one more second while we review other questions. Okay. One question we received is about the role of new employees hired this year.

Harout Semerjian
President, CEO, and Board of Directors Member, Geron Corporation

Yeah. As we have reported previously, we have done a reduction in force in December 2025, primarily driven by our efforts to simplify our organization so we can move faster at biotech speed. This is something that we have done. At the same time, we continue to look at the different roles that we have and ensure that we are a commercial-stage company, meaning the roles that we need from a commercial perspective are there, and we continuously look at ways to upgrade ourselves in terms of our own efforts, in terms of the people, and all our capabilities. That will continue for some time. We are happy to report that we're now a leaner organization with much more focus from a commercial perspective, and we continue to report on that in our quarterly earnings calls.

Tim Williams
EVP, Chief Legal Officer, and Corporate Secretary, Geron Corporation

Our final question is regarding the status of commercialization in the U.K., separate from EU.

Harout Semerjian
President, CEO, and Board of Directors Member, Geron Corporation

Yeah. What we have said is we believe RYTELO can help many patients in the U.S., but also ex-U.S. We have talked about European efforts, but also that covers a lot of patients outside of the U.S. We do believe that there is a significant unmet medical need in that second line lower MDS setting. Should the myelofibrosis trial also read out positive, that would significantly increase our ability to help even more patients. We're looking very carefully how can we help those patients, be it through our own efforts in a very targeted, gated manner, but also through appropriate partnerships. We have said that before end of year, we do plan to disclose what is our ex-U.S. strategy of helping more patients.

Tim Williams
EVP, Chief Legal Officer, and Corporate Secretary, Geron Corporation

Okay. That concludes our Q and A session. I'll now turn the meeting back to Harout.

Harout Semerjian
President, CEO, and Board of Directors Member, Geron Corporation

Thank you again for your attendance in today's meeting and for your continuous support of Geron.

Operator

That concludes our meeting today. You may now disconnect.