ImmuCell Corporation filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits

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Date of Report (Date of earliest event reported) March 12, 2026

 

 

 

 

 

 

 

Registrant’s telephone number, including area code 207-878-2770

 

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

 

 

 

 

 

 

 

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.02.             Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 

 

(b)   

 

As previously disclosed in the Company’s Current Report on Form 8-K filed on February 9, 2026, Steven A. Rosgen gave the Company notice that he preferred not to run for re-election to the Company’s Board of Directors (the “Board”) at the 2026 Annual Meeting of Shareholders. On March 12, 2026, Mr. Rosgen tendered his resignation from the Board, and will thereby retire from the Board effective as of April 1, 2026.   

 

(d)   

 

On March 12, 2026, the Board elected Kathy V. Turner to fill the vacancy on the Board that will be created by Mr. Rosgen’s retirement, which election is to be effective as of April 1, 2026. Ms. Turner has more than three decades of commercial executive leadership experience in global healthcare and animal health markets. She currently serves on the Board of Directors of Veterinarians Without Borders and from April 2024 to May 2025 served on the Board of Directors of Elanco Animal Health. From 2014 to 2023, Ms. Turner held senior leadership roles at IDEXX Laboratories, including most recently serving as Chief Marketing Officer and Senior Vice President of International Operations. Prior to that, Ms. Turner spent nearly 30 years at Abbott Laboratories, where she held multiple leadership roles in global commercial operations, including responsibility for European markets. Ms. Turner received a B.S. in Marketing and Advertising from Syracuse University.

 

In its March 12, 2026 action, the Board also appointed Ms. Turner to serve as a member of the Audit Committee and as Chair of the Compensation and Stock Option Committee, which appointments are to be effective as of April 1, 2026. 

 

The Company is not aware of any transaction involving Ms. Turner requiring disclosure under Item 404(a) of Regulation S-K.   

 

A copy of the press release announcing the election of Ms. Turner as a director is furnished as Exhibit 99.1.

 

Item 9.01.  Exhibits.

 

(d)          Exhibits.

 

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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.