IMMUCELL CORP /DE/

December 31, 2025

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Cautionary Note Regarding Forward-Looking Statements:

This Annual Report on Form 10-K (Annual Report) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and will often include words such as “expects”, “may”, “anticipates”, “aims”, “intends”, “would”, “could”, “should”, “will”, “plans”, “believes”, “estimates”, “targets”, “projects”, “forecasts”, “seeks” and similar words and expressions. Such statements include, but are not limited to, any forward-looking statements relating to: our plans, goals and strategies for our business; projections of future financial or operational performance; the timing and outcome of future applications for regulatory approvals and regulatory inspections of our facilities; future demand for our products, including growth in acceptance of the First Defense® product line; the scope, timing, and costs of ongoing and future product development work and commercialization of our products; the outcome of current investigations of Re-Tain® and future interest by third parties to license Re‑Tain® or partner with us; estimates about the market size for our products; future market share and revenue generated by current products and products still in development; our ability to increase production output and improve yields and reduce costs of goods sold per unit; the adequacy of our own manufacturing facilities or those of third parties with which we have contractual relationships to meet demand for our products on a timely basis; our recovery from prior production backlogs and from adverse brand impacts associated with prior backlogs; the efficacy of our contamination remediation efforts and the likelihood of avoiding material future contamination events; the anticipated costs of, or time to complete, expansions of our manufacturing facilities and the adequacy of our funds available for these expansion projects; the robustness of our manufacturing processes to meet future demand; estimates about our future production capacity, efficiency and yield; future regulatory requirements relating to our products; future expense ratios and margins; estimates of cost recoveries on Re-Tain® equipment no longer in service; the future consequences and effectiveness of our investments in our business; future compliance with, or waivers of, bank debt covenants; anticipated changes in our manufacturing capabilities and efficiencies; our efforts and effectiveness in competing within our markets; and any other statements that are not historical facts. projections about depreciation expense and its impact on income for book and tax return purposes; and any other statements that are not historical facts. These statements are intended to provide management’s current expectation of future events as of the date of this earnings release, are based on management’s estimates, projections, beliefs and assumptions as of the date hereof; and are not guarantees of future performance. Such statements involve known and unknown risks and uncertainties that may cause the Company’s actual results, financial or operational performance or achievements to be materially different from those expressed or implied by these forward-looking statements, including, but not limited to, those risks and uncertainties relating to: difficulties or delays in development, testing, regulatory approval, production and marketing of our products, competition within our anticipated product markets, customer acceptance of our new and existing products, product performance, alignment between our manufacturing resources and product demand (including the consequences of backlogs), uncertainty associated with the timing and volume of customer orders as we come out of a prolonged backlog, adverse impacts of supply chain disruptions on our operations and customer and supplier relationships, commercial and operational risks relating to our current and planned expansion of production capacity, and other risks and uncertainties detailed from time to time in filings we make with the Securities and Exchange Commission (SEC), including our Quarterly Reports on Form 10-Q, our Annual Reports on Form 10-K and our Current Reports on Form 8-K. Such statements involve risks and uncertainties and are based on our current expectations, but actual results may differ materially due to various factors, including the risk factors summarized underPART II: OTHER INFORMATION, ITEM 1A-RISK FACTORSand uncertainties otherwise referred to in this Annual Report. In addition, there can be no assurance that future risks, uncertainties or developments affecting us will be those that we anticipate. We undertake no obligation to update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.