--- title: "Cell Source (CLCS) news: going concern and convertible notes" url: "https://aibio.space/companies/cell-source/" publisher: "aibio.space (Biotech Investor Relations News)" summary: "CLCS going concern and convertible notes news: Cell Source's delayed 10-Q shows $1,240 in cash and $11.1 million of past-due notes. Cell Source, Inc." --- CLCS Cell Source, Inc. OTC · United States # Cell Source (CLCS) news CLCS going concern and convertible notes news Distress · 2026-05-14 ## [Cell Source's delayed 10-Q shows $1,240 in cash and $11.1 million of past-due notes](https://aibio.space/news/cell-sources-delayed-10-q-shows-1-240-cash-11-1-million-past-due-notes/) Cell Source, an OTC Pink company, signed a 10-Q on May 14, 2026 for the quarter ended March 31, 2025. It reports $1,240 of cash, a going-concern warning, and notes past due, while it prepares a Nasdaq uplisting. ## Latest Cell Source news 1. 2026-01-15 Debt Financing [Cell Source closes $1.875 million convertible note placement and plans Nasdaq uplist](https://aibio.space/news/cell-source-closes-1-875-million-convertible-note-placement-plans/) Cell Source closed $1,875,000 of original issue discount convertible notes for $1,500,000 in gross proceeds. The notes convert at 90% of a recent low price, and buyers also received warrants at $.40. 2. 2025-07-16 Listings [Cell Source keeps filing delayed reports after its July 2025 Form 15 notice](https://aibio.space/news/cell-source-keeps-filing-delayed-reports-after-july-2025-form-15/) Cell Source's July 16, 2025 Form 15 checked the rule for suspending reporting duties. Its later filing list shows more reports, and in January 2026 the company said it was preparing a Nasdaq uplist. 3. 2025-06-26 Legal [Cell Source auditor Marcum resigns after CBIZ takes over its attest business](https://aibio.space/news/cell-source-auditor-marcum-resigns-after-cbiz-takes-attest-business/) Marcum LLP resigned as Cell Source's auditor on June 26, 2025, after CBIZ CPAs took over its attest practice. Marcum's reports on 2022 and 2023 carried a going-concern paragraph. 4. 2025-03-28 Distress [Cell Source delays annual report for year ended December 31, 2024](https://aibio.space/news/cell-source-delays-annual-report-year-ended-december-31-2024/) The company says it is still compiling information for the report. It expects to file no later than the fifteenth calendar day after the due date. ## Cell Source at a glance - **Ticker**: CLCS - **Listing**: OTC - **Country**: United States - **Cash, Mar 31, 2025**: $1,240 ### Related companies - [Aldeyra Therapeutics](https://aibio.space/companies/aldeyra-therapeutics/) NASDAQ: ALDX - [SORRENTO THERAPEUTICS INC](https://aibio.space/companies/sorrento-therapeutics/) OTC: SRNE - [Vincerx Pharma](https://aibio.space/companies/vincerx-pharma/) OTC: VINC - [Dianthus Therapeutics](https://aibio.space/companies/dianthus-therapeutics/) NASDAQ: DNTH - [Conexeu Sciences](https://aibio.space/companies/conexeu-sciences/) NASDAQ: CNXU - [Champions Oncology](https://aibio.space/companies/champions-oncology/) NASDAQ: CSBR - [Cartesian Therapeutics](https://aibio.space/companies/cartesian-therapeutics/) NASDAQ: RNAC - [Arrowhead Pharmaceuticals](https://aibio.space/companies/arrowhead-pharmaceuticals/) NASDAQ: ARWR ### Also on OTC - [Semnur Pharmaceuticals](https://aibio.space/companies/semnur-pharmaceuticals/) SMNR - [VYCOR MEDICAL INC](https://aibio.space/companies/vycor-medical/) VYCO - [EHOUSE GLOBAL INC](https://aibio.space/companies/ehouse-global/) EHOS - [Panbela Therapeutics](https://aibio.space/companies/panbela-therapeutics/) PBLA - [CBD Life Sciences](https://aibio.space/companies/cbd-life-sciences/) CBDL - [Meihua International Medical Technologies Co.](https://aibio.space/companies/meihua-international-medical-technologies/) MHUAF ## What Cell Source does Cell Source, Inc. is a cell therapy company focused on immunotherapy. Its Veto Cell technology is licensed from Yeda Research & Development Company Limited, the commercial arm of the Weizmann Institute of Science, and its current research and development is conducted at the University of Texas MD Anderson Cancer Center in Houston, Texas. The company says the technology aims to induce sustained tolerance of transplanted cells or organs with only mild immune suppression. Veto Cell technology is described as currently in a trial in the US. The company plans to combine it with CAR T cell therapy as a VETO CAR-T treatment for patients in relapse and in remission. The target areas named in the text include allogeneic stem cell transplantation for blood cancers, solid tumors treated with CAR-T, organ transplantation, type one diabetes and sickle cell anemia. | Product or program | What it is | Stage | |---|---|---| | Veto Cell technology | Immune tolerance technology for haploidentical stem cell transplants in blood cancer | currently in a trial in the US | | VETO CAR-T | Veto Cells combined with CAR T cell therapy for blood cancer patients | planned | Summarised from the company's [10-K filed Apr 7, 2026](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/form10-k.htm). ## Cell Source annual financials | Line | FY2024 | FY2023 | |---|---|---| | Net income (loss) | [-$4.5 million](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/) | [-$5.3 million](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/) | | Cash from operations | [-$2.7 million](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/) | [-$2.3 million](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/) | | Cash and equivalents | [$74,631](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/) | [$22,203](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/) | Latest balance sheet, Mar 31, 2025 (10-Q): cash and equivalents $1,240. Figures as reported to the SEC in XBRL; each one links to its filing. Not adjusted, not investment advice. ## Questions about Cell Source Has Cell Source issued a going-concern warning? Our latest story on this, dated May 14, 2026: "Cell Source's delayed 10-Q shows $1,240 in cash and $11.1 million of past-due notes". The story links the filing or release it is based on. [Read the story](https://aibio.space/news/cell-sources-delayed-10-q-shows-1-240-cash-11-1-million-past-due-notes/). Has Cell Source sold convertible notes? Our latest story on this, dated Jan 15, 2026: "Cell Source closes $1.875 million convertible note placement and plans Nasdaq uplist". The story links the filing or release it is based on. [Read the story](https://aibio.space/news/cell-source-closes-1-875-million-convertible-note-placement-plans/). What is the ticker symbol of Cell Source? Cell Source, Inc. trades under the ticker CLCS on OTC. Where is Cell Source listed? Cell Source, Inc. is listed on OTC. What is the SEC CIK of Cell Source? The SEC Central Index Key (CIK) for Cell Source, Inc. is 1569340. Its filings are on SEC EDGAR. How many shares does Cell Source have outstanding? 67,945,856 shares as of 2026-05-13, per the cover page of its 10-Q filed 2026-05-14. Which country or territory is Cell Source listed under? Our directory records Cell Source, Inc. under United States. What does Cell Source do? Our directory classifies Cell Source, Inc. as: Biotechnology. This is a directory classification, not a description of the pipeline. What is the ISIN of Cell Source? The ISIN recorded for Cell Source, Inc. is US15114L1044. Does aibio.space cover Cell Source? aibio.space lists Cell Source, Inc. among 2,820 public biotech companies and publishes its news here as stories appear. Where is Cell Source incorporated? SEC records list its state or country of incorporation as NV. What does Cell Source develop? Cell Source, Inc. is a cell therapy company focused on immunotherapy. Its Veto Cell technology is licensed from Yeda Research & Development Company Limited, the commercial arm of the Weizmann Institute of Science, and its current research and development is conducted at the University of Texas MD Anderson Cancer Center in Houston, Texas. What is Veto Cell technology from Cell Source? Veto Cell technology: Immune tolerance technology for haploidentical stem cell transplants in blood cancer Stage: currently in a trial in the US. What is VETO CAR-T from Cell Source? VETO CAR-T: Veto Cells combined with CAR T cell therapy for blood cancer patients Stage: planned. Is Cell Source profitable? Cell Source, Inc. reported a net loss of $4.5 million for the fiscal year ended Dec 31, 2024, and used $2.7 million of cash in operations, per its annual report to the SEC. ## Investor discussion: Cell Source Members talk about Cell Source (CLCS). Reader posts, not aibio.space reporting, and not investment advice. Rules 1. **Securities violations are strictly forbidden.** No market manipulation, no pump-and-dump, no false or misleading statements, and no inside information. 2. **Say whether you hold the stock.** Every post states long, short or no position. 3. **No paid or sponsored posts.** Do not post for anyone who pays or rewards you. 4. **No buy or sell calls and no price targets.** 5. **No accusations of crime or fraud against named people** unless you link a court filing or a regulator's release that makes them. 6. **No personal details and no spam.** No links at all for your first 7 days as a member. Posts that break the rules may be deleted without notice, and the account restricted or closed. See the [terms](https://aibio.space/terms/#discussion) and the [privacy policy](https://aibio.space/privacy/#discussion). ## Capital-markets timeline Financings, listing notices, splits, legal actions and other investor events at Cell Source, newest first. Each line links the filing it comes from. 1. 2026-05-14 Going concern The quarterly filing for March 2025 disclosed month-to-month funding and continuing substantial doubt. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 2. 2026-05-14 Financing The issuer disclosed the January 2025 director loan from George Verstraete with $327,000 paid for $385,860 face principal. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 3. 2026-05-14 Financing The issuer disclosed first-quarter 2025 notes with $50,000 in proceeds and $66,080 principal, convertible into common stock on a default. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 4. 2026-05-14 Restructuring The issuer disclosed a $150,000 note extension and waiver of an existing default. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 5. 2026-05-14 Financing The issuer disclosed $200,000 net received under a secured, conditional multi-tranche facility. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 6. 2026-05-14 Financing The issuer disclosed $310,000 received from subsequent preferred subscriptions and attached warrants. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 7. 2026-05-14 Financing The issuer disclosed $100,000 received from a subsequent common-stock subscription. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 8. 2026-05-14 Financing The issuer disclosed later delivery of common shares paid for during the reported quarter. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 9. 2026-05-14 Financing The issuer disclosed later delivery of preferred shares paid for during the reported quarter. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 10. 2026-05-14 Financing The issuer disclosed payment-in-kind preferred dividends using common shares. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 11. 2026-05-14 Financing The issuer disclosed notes with $50,000 proceeds and $62,500 face, subsequently past due. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 12. 2026-05-14 Financing The issuer disclosed notes with $30,000 proceeds and $37,500 face, subsequently past due. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 13. 2026-05-14 Financing The issuer disclosed $400,000 proceeds from $500,000 face notes and equity attachments. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 14. 2026-05-14 Financing The issuer disclosed $9,251 proceeds from a discounted note subsequently past due. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 15. 2026-05-14 Financing The issuer disclosed a related-party note with $149,500 proceeds and $186,875 face principal. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 16. 2026-05-14 Financing The issuer disclosed $450,000 received from discounted notes with July-August scheduled maturities. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 17. 2026-05-14 Financing The issuer disclosed satisfaction of an older note and a new $250,000 secured loan. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 18. 2026-05-14 Financing The issuer disclosed a later discounted convertible note with $50,000 received and a November scheduled maturity. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 19. 2026-05-14 Financing The issuer disclosed repeated extensions of $50,000 and $25,000 note maturities with additional warrants. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 20. 2026-05-14 Financing The issuer disclosed an extension of a convertible note with additional warrants. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) 21. 2026-04-07 Going concern The annual report for 2024 disclosed continuing substantial doubt. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/form10-k.htm) 22. 2026-04-07 Financing The annual report disclosed November 2024 common subscriptions at a historical $0.35 price. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/form10-k.htm) 23. 2026-01-15 Financing The issuer announced completed original-issue-discount convertible notes and attached warrants. [Source](https://www.accessnewswire.com/newsroom/en/business-and-professional-services/cell-source-announces-closing-of-private-placement-and-hiring-of-1127549) 24. 2025-07-16 Listings Filed to end its SEC reporting. SEC Form 15-12G. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000164117225019898/form15-12g.htm) 25. 2025-06-27 Legal Reported a change of independent auditor. SEC Form 8-K (Items 4.01,9.01). [Source](https://www.sec.gov/Archives/edgar/data/1569340/000164117225016833/form8-k.htm) 26. 2025-06-26 Auditor change Marcum resigned and CBIZ was engaged following the attest-business acquisition. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000164117225016833/form8-k.htm) 27. 2025-03-28 Distress Told the SEC a periodic report would be filed late. SEC Form NT 10-K. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000164117225001080/formnt10-k.htm) 28. 2024-12-06 Financing The annual report dates a $202,500 note issuance to this day. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/form10-k.htm) 29. 2024-11-14 Going concern The then-quarterly report disclosed substantial doubt. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315224045964/form10-q.htm) 30. 2024-11-14 Financing The quarterly report disclosed subsequent preferred subscriptions with $300,000 received. [Source](https://www.sec.gov/Archives/edgar/data/1569340/000149315224045964/form10-q.htm) ## Investor questions about Cell Source ### How recent is the latest quarterly financial period? The latest opened 10-Q was filed on 2026-05-14 but covers the quarter ended 2025-03-31. The balances are not current pack-date figures. Source ### What cash balance does that report show? The report shows $1,240 cash at 2025-03-31. Subsequent financing disclosures do not establish an updated cash balance. Source ### What funding horizon does management give? Management describes funding operations month to month. No longer quantified runway was verified. Source ### Is there a going-concern warning? Both the latest opened annual and quarterly reports state substantial doubt. The annual audit also includes an explanatory going-concern paragraph. Source ### Is a completed Nasdaq uplist verified? No. The issuer describes a plan to uplist, while its IR page identifies OTC quotation. No exchange approval or completed transfer was verified. Source ### Is Form 15 the same as an exchange delisting notice? The filed form checks a reporting-suspension rule. The research does not treat it as evidence of an exchange delisting or a completed Nasdaq transfer. Source ### How much was due under the January placement? The issuer announced $1,875,000 face principal with 10% annual interest and an earlier-of maturity tied to 2026-06-17 or a national-exchange listing. No later repayment or amendment was verified. Source ### Does the conditional facility mean all tranches were received? No. The filing states $200,000 net initially received and $800,000 of further funding conditional on specified events. No receipt of all conditional funding was verified. Source ### Who replaced Marcum as auditor? CBIZ CPAs P.C. was engaged following Marcum resignation on 2025-06-26 in the attest-business acquisition context. The former firm agreed with the issuer statements concerning its firm. Source ### Are the proceeds labels for the January placement reconciled? No. The announcement calls $1.5 million gross proceeds, while the later quarterly report labels the same amount net. No fee bridge explaining the distinction was verified. Source ### What date does the cover share count use? The cover reports 67,945,856 common shares outstanding as of 2026-05-13. It is a dated issuer count, not a publication-date census. Source ### Is a specific shareholder lawsuit or bankruptcy verified? No specific class action, derivative action or bankruptcy was verified. The quarterly legal disclosure is an issuer statement qualified by materiality, rather than a universal court certification. Source ## Stock chart Price chart and quote supplied by TradingView, delayed as the exchange requires. It loads only if you choose to show it. Information only, not investment advice. [Open OTC:CLCS on TradingView](https://www.tradingview.com/symbols/OTC-CLCS/). ## SEC filings and registration - **SEC name**: Cell Source, Inc. - **CIK**: 1569340 - **Industry (SIC)**: Pharmaceutical Preparations (2834) - **US tickers**: CLCS (OTC) - **State or country of incorporation**: NV - **Fiscal year ends**: December 31 - **Filer category**: Non-accelerated filer
Smaller reporting company - **Business address**: 57 WEST 57TH STREET, NEW YORK, NY, 10019 - **Phone**: 646-612-7554 - **Shares outstanding**: 67,945,856 as of 2026-05-13 (10-Q filed 2026-05-14) - **Former names**: TICKET TO SEE, INC. ### Recent filings (8-K and 6-K are the company's own announcements) - [10-Q](https://www.sec.gov/Archives/edgar/data/1569340/000149315226022926/form10-q.htm) filed 2026-05-14 - [10-K](https://www.sec.gov/Archives/edgar/data/1569340/000149315226015359/form10-k.htm) filed 2026-04-07 - [8-K](https://www.sec.gov/Archives/edgar/data/1569340/000164117225016833/form8-k.htm) filed 2025-06-27 - [10-Q](https://www.sec.gov/Archives/edgar/data/1569340/000149315224045964/form10-q.htm) filed 2024-11-14 - [10-Q](https://www.sec.gov/Archives/edgar/data/1569340/000149315224033055/form10-q.htm) filed 2024-08-19 - [10-Q](https://www.sec.gov/Archives/edgar/data/1569340/000149315224029448/form10-q.htm) filed 2024-07-29 - [10-K](https://www.sec.gov/Archives/edgar/data/1569340/000149315224024903/form10-k.htm) filed 2024-06-24 - [8-K](https://www.sec.gov/Archives/edgar/data/1569340/000149315224014035/form8-k.htm) filed 2024-04-09 Source: [SEC EDGAR](https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001569340), retrieved October 23, 2026. Shares outstanding is the cover-page figure from the latest periodic report. The SEC does not publish share prices. ## Listing details Cell Source, Inc. is a public biotech or pharmaceutical company listed on OTC under the ticker CLCS, recorded under United States. The directory classifies it as Biotechnology. aibio.space tracks 2,820 public biotech companies worldwide and publishes investor news on them. - **Company**: Cell Source, Inc. - **Ticker**: CLCS - **Listing**: OTC - **Country or territory**: United States - **Business scope**: Biotechnology - **ISIN**: US15114L1044 - **Last quote in directory**: 2026-10-21 - **Directory source**: [Listing page](https://www.tradingview.com/symbols/OTC-CLCS/) Listing facts come from our company directory, researched on October 22, 2026. A listing record does not certify that a security currently trades. [Tell us about a change](https://aibio.space/reputation/#update). Work at this company? [Claim this page](https://aibio.space/claim/). Published and maintained by aibio.space. Not investment advice. [How we work](https://aibio.space/disclosures/). Who manages this page **This page is managed by aibio.space.** The company does not run, edit or pay for this page. News, desk views and Investor Ranks are written and managed independently by aibio.space under our editorial and analytical judgment. Opinion only, not investment advice. [How we work](https://aibio.space/disclosures/#paid) · [Terms](https://aibio.space/terms/#news) · [Request a correction](https://aibio.space/reputation/#update) --- Source page: https://aibio.space/companies/cell-source/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Cell Source (CLCS) news: going concern and convertible notes", 2026-10-31, https://aibio.space/companies/cell-source/