Note: This is NOT an IPO. This is a NASDAQ Uplisting – a public offering – of Interpace Biosciences’ common stock on the NASDAQ – moving it up from the OTC Market where it’s currently listed. The last reported sale price of our common stock on the OTCID tier operated by OTC Markets Group Inc. (the “OTCID”) on Sept. 29, 2026, was $6.42 per share. The public offering price per share will be determined between the underwriter and us at the time of pricing, considering our historical performance and capital structure, prevailing market conditions, and overall assessment of our business, and may be at a discount to the current market price. The recent market price used throughout this prospectus may not be indicative of the final public offering price.

We provide molecular diagnostic testing and pathology services to help doctors evaluate cancer risk in patients whose biopsies are inconclusive. 

Our business is focused on ThyGeNEXT and ThyraMIR v2, which are genomic tests to further evaluated thyroid nodules when pathology cannot determine whether a lesion is malignant or benign.

LabCorp was our largest thyroid-evaluation customer in 2025 and the first half of 2026.

We lost CMS reimbursement for our PancraGEN pancreatic test, and we stopped accepting specimens for this test after May 2, 2025.

We are developing new molecular tests to assess pancreatic cysts and Barrett’s Esophagus.

Our revenue comes from Medicare, Medicaid, commercial insurers and direct billing to institutional clients.

Note: Net income and revenue are for the 12 months that ended on Dec. 31, 2025.

(Note: Interpace Biosciences slightly changed the terms of its NASDAQ Uplisting – a public offering – to increase the number of shares to 3.1 million shares – up from 3.09 million shares originally – and to show that the assumed public offering price is $6.42 – down slightly from $6.47 initially – to raise $19.9 million, according to an S-1/A filing dated Sept. 30, 2026. Background: Interpace Biosciences filed its S-1 on Sept. 24, 2026, to list its stock on the NASDAQ – moving its stock up from the OTC market. Terms: 3.09 million shares at an  assumed public offering price of $6.47 to raise $20 million.)