Frequently Asked Questions

  1. Why did I get the Settlement Notice?

    The Court directed that the Settlement Notice be mailed to you because you or someone in your family or an investment account for which you serve as a custodian may have purchased Geron common stock during the Class Period. The Court has directed us to send you the Settlement Notice because, as a potential Class Member, you have a right to know about your options before the Court rules on the proposed Settlement. If the Court approves the Settlement and the Plan of Allocation (or some other plan of allocation), the Claims Administrator selected by Lead Plaintiffs and approved by the Court will make payments pursuant to the Settlement after any objections and appeals are resolved.

    The purpose of the Settlement Notice is to inform you of the terms of the proposed Settlement of the Action and of a hearing to be held by the Court to consider the fairness, reasonableness, and adequacy of the Settlement and the proposed Plan of Allocation, as well as the motion by Lead Counsel for an award of attorneys’ fees and payment of Litigation Expenses, and the requested service awards to the Lead Plaintiffs (the “Settlement Fairness Hearing”). See FAQ 11 below for details about the Settlement Fairness Hearing, including the date and location of the hearing.

    The issuance of the Settlement Notice is not an expression of any opinion by the Court concerning the merits of any claim in the Action, and the Court still must decide whether to approve the Settlement. If the Court approves the Settlement and a plan of allocation, then payments to Authorized Claimants will be made after any appeals are resolved and after the completion of all claims processing. Please be patient, as this process can take some time to complete.

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  2. What is this case about?

    Geron is a clinical stage biopharmaceutical company. During the Class Period, Geron’s common stock traded on the Nasdaq under the symbol GERN.

    Beginning on January 23, 2020, two related securities class actions brought on behalf of investors in Geron common stock were filed in the United States District Court for the Northern District of California (the “Court”). On May 14, 2020, the Court entered an Order appointing Julia Junge and Richard Junge as Lead Plaintiffs pursuant to the Private Securities Litigation Reform Act of 1995, consolidating all related actions, and inviting applications for Lead Counsel. On July 27, 2020, the Court entered an Order approving Lead Plaintiffs’ selection of Kaplan Fox & Kilsheimer LLP (“Kaplan Fox”) as Lead Counsel.

    On August 20, 2020, Lead Plaintiffs filed a Consolidated Class Action Complaint For Violations of the Federal Securities Laws (“Consolidated Complaint”) against Geron and Dr. Scarlett. On October 1, 2020, Defendants filed a motion to dismiss the Consolidated Complaint. On October 12, 2020, the Court entered a Stipulation and Order that permitted the Lead Plaintiffs to submit a further amended complaint pursuant to Rule 15 of the Federal Rules of Civil Procedure and set a briefing schedule for any motion(s) to dismiss in response thereto.

    On October 22, 2020, Lead Plaintiffs filed the operative complaint in the Action, the Amended Consolidated Class Action Complaint for Violations of the Federal Securities Laws (the “Amended Complaint”) against Geron and Dr. Scarlett. The Amended Complaint asserts claims against Geron and Dr. Scarlett under Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder, and against Dr. Scarlett under Section 20(a) of the Exchange Act. Among other things, the Amended Complaint alleges that, during the period from March 19, 2018, to September 26, 2018, inclusive (the “Class Period”), Defendants made materially false and misleading statements concerning the Company’s single drug in development, imetelstat, and the results of a Phase 2 clinical trial known as the IMbark study, and that Geron and certain Company insiders sold Geron common stock at inflated prices while in possession of material, non-public information concerning the results from in the IMbark study. The Amended Complaint further alleges that Defendants’ misstatements caused the price of Geron common stock to be inflated during the Class Period and to decline when the alleged truth emerged though a corrective disclosure on September 27, 2018, resulting in financial losses to those who purchased Geron common stock at the allegedly inflated price.

    On November 23, 2020, Defendants filed a motion to dismiss the Amended Complaint. On December 10, 2020, Lead Plaintiffs filed their opposition to Defendants’ motion to dismiss the Amended Complaint. On December 17, 2020, Defendants filed their reply in support of the motion to dismiss the Amended Complaint. On February 8, 2021, the Court heard oral argument on Defendants’ motion to dismiss the Amended Complaint.

    On April 12, 2021, the Court granted in part, and denied in part, Defendants’ motion to dismiss (the “April 12 Order”), sustaining certain claims against Defendants under Section 10(b) of the Exchange Act and the Section 20(a) control person claim under the Exchange Act against Dr. Scarlett. On April 29, 2021, Lead Plaintiffs notified the Court that they elected to stand on the Amended Complaint and not file a further amendment in response to the April 12 Order.

    On May 13, 2021, Defendants filed their Answer to the Amended Complaint.

    On May 18, 2021, the Parties conducted their Fed. R. Civ. P. Rule 26 conference, after which discovery commenced in the Action. To date, Lead Plaintiffs have produced over 2,000 pages of documents to Defendants, and Defendants and third parties have produced more than 426,000 pages of documents (not including pages produced in native format, e.g., PowerPoint and Microsoft Excel files) to Lead Plaintiffs. Lead Plaintiffs deposed 10 fact or expert witnesses and Defendants deposed both of the Lead Plaintiffs and Lead Plaintiffs’ class certification expert.

    On August 26, 2021, the Court held an Initial Case Management Conference.

    On August 27, 2021, the Court entered a Case Management Order, which set the initial trial schedule for the Action.

    On September 30, 2021, Lead Plaintiffs filed a motion for class certification. Between then and November 4, 2021, the parties produced documents, deposed each other’s experts on class certification issues, Defendants deposed the Lead Plaintiffs, Defendants filed their opposition brief, and Lead Plaintiffs filed their reply brief. Following full briefing on the motion, on April 2, 2022, the Court issued an Order certifying the Class, appointing Lead Plaintiffs as Class Representatives for the certified Class, and appointing Lead Counsel Kaplan Fox as Class Counsel for the certified Class.

    On May 3, 2022, the Court approved the Original Class Notice to notify the Class of, among other things: (i) the Action pending against Defendants; (ii) the Court’s certification of the Action to proceed as a class action on behalf of the Class; and (iii) their right to request to be excluded from the Class, the effect of remaining in the Class or requesting exclusion, and the requirements for requesting exclusion. The deadline for requesting exclusion from the Class pursuant to the Original Class Notice was July 22, 2022. A list of the persons and entities who requested exclusion pursuant to the Original Class Notice is available here.

    On April 28, 2022, the Court entered the Joint Stipulation and Order Requesting Referral to Magistrate Judge for Settlement Conference. On April 29, 2022, the Court referred the Parties to Magistrate Judge Donna M. Ryu (“Judge Ryu”) for purposes of overseeing mediation/settlement discussions between the Parties.

    On May 2, 2022, Judge Ryu issued a Notice of Settlement and Settlement Conference Order, setting a Zoom settlement conference for May 31, 2022.

    On May 31, 2022, the Parties held a settlement conference session, via Zoom, which was also attended by Geron’s insurance carriers, but did not reach an agreement to settle the Action. Following the May 31, 2022, settlement conference with Judge Ryu, the Parties continued their discussions for several weeks but were unable to reach an agreement to settle the Action. During this period, the Parties continued to prepare to submit opening expert reports. Lead Plaintiffs also continued to pursue discovery from non-party Janssen Biotech, Inc. (“Janssen”), as documented during a July 14, 2022, Status Conference with the Court.

    On July 20, 2022, the Parties participated in a call with Judge Ryu concerning the status of potential settlement discussions, and also had scheduled a second settlement conference, via Zoom, with Judge Ryu on August 12, 2022.

    During the August 12, 2022 settlement conference supervised by Judge Ryu, which was, again, also attended by Geron’s insurance carriers, the Parties reached an agreement in principle to settle the Action that was subsequently memorialized in a term sheet (the “Term Sheet”) executed on August 19, 2022. The Term Sheet sets forth, among other things, the Parties’ agreement to settle and release all claims against Defendants’ Released Parties in return for a payment of $24 million, to be paid by Defendants and/or their insurers, consisting of $17 million in cash for the benefit of the Class, plus $7 million in Settlement Stock (as defined in the Stipulation) and/or cash at Geron’s option, subject to certain terms and conditions and the execution of a customary “long form” stipulation and agreement of settlement and related papers. The Stipulation is the agreement of the Parties that will be presented for approval to the Court at the Settlement Fairness Hearing.

    On September 2, 2022, the Parties entered into the Stipulation, which sets forth the terms and conditions of the Settlement. The Stipulation is available here. Lead Plaintiffs and Geron also entered into a confidential Supplemental Agreement, which gives Geron the right to terminate the Settlement if valid requests for exclusion are received from persons and entities entitled to be members of the Class in an amount that exceeds an amount agreed to by Lead Plaintiffs and Geron.

    On September 2, 2022, Lead Plaintiffs moved for preliminary approval of the Settlement, and on October 13, 2022, the Court preliminarily approved the Settlement, authorized the Notice to be disseminated to potential Class Members, and scheduled the Settlement Fairness Hearing on March 30, 2023 at 11:00 a.m. Pacific Time to consider whether to grant final approval to the Settlement.

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  3. How do I know if I Am affected by the Settlement? Who is included in the Class?

    If you are a member of the Class, you are subject to the Settlement unless you timely request to be excluded from the Class. The Class means the class certified in the Court’s Order on Motion for Class Certification dated April 2, 2022 (ECF No. 206). The Class consists of:

    all persons who purchased Geron common stock during the period from March 19, 2018, to September 26, 2018, inclusive (the “Class Period”), and who were damaged thereby.

    Excluded from the Class by definition are the Defendants, directors and officers of Geron, and their families and affiliates. Also excluded from the Class are (i) all persons and entities who excluded themselves by previously submitting a request for exclusion from the Class in response to the Original Class Notice; (ii) all persons and entities who exclude themselves from the Class by submitting a request for exclusion in response to this Settlement Notice that is accepted by the Court. See FAQ 10 below. If you previously requested exclusion from the Class, you do not need to do so again. A list of all persons or entities who previously submitted a request for exclusion from the Class is available here.

    PLEASE NOTE: Receipt of the Settlement Notice does not mean that you are a Class Member or that you will be entitled to a payment from the Settlement.

    If you are a Class Member and you wish to be eligible to receive a payment from the Settlement, you are required to submit the Claim Form that is being distributed with the Settlement Notice, and the required supporting documentation as set forth therein, sent by First-Class U.S. Mail to the Claims Administrator, and postmarked no later than midnight Pacific Time on February 16, 2023, or submitted online here no later than midnight Pacific Time on February 16, 2023.

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  4. What are Lead Plaintiffs’ reasons for the Settlement?

    Lead Plaintiffs and Lead Counsel believe that the claims asserted against Defendants have merit. They recognize, however, the expense and length of continued proceedings necessary to pursue their claims against Defendants through the Court’s ruling on summary judgment, pre-trial motions, a trial, and appeals, as well as the very substantial risks they would face in establishing liability and damages. For example, Defendants have maintained throughout the Action that Lead Plaintiffs will face challenges in proving scienter—i.e., that Defendants knowingly or recklessly deceived investors. Defendants maintain that Defendant Dr. Scarlett’s lack of stock sales during the Class Period supports the inference that he did not act knowingly or recklessly, and that the stock sales by the Company and other insiders do not support a showing of scienter.

    Defendants also assert that Defendants’ failure to reveal the actual results of the IMbark trial data are not actionable securities fraud because the data was not objectively adverse, but open to subjective interpretation. Defendants assert that the IMbark study’s reporting of metrics on spleen volume response (i.e., a reduction in spleen size, an adverse physical impact of MF) and total symptom score (i.e., a reduction in symptoms of those suffering from MF) did not have to meet any statistical threshold for imetelstat to advance in its clinical development from Phase 2 (the level of the IMbark study) to Phase 3 or to enable FDA approval of imetelstat. This dispute has been and would continue to be a core dispute between the Parties at summary judgment or trial, and potentially a battle of the experts issue with an unpredictable outcome before a jury. Defendants also assert that Lead Plaintiffs would be unable to prove that Defendants knew of Janssen’s decision to terminate in advance of its public announcement, or that Janssen’s decision was based on the IMbark study results.

    Defendants assert that Geron’s announcement of the clinical trial data on the IMbark study at the end of the Class Period was issued at the same time as the announcement that Geron’s collaboration partner in the study, Janssen, announced a decision to discontinue the collaboration, and that therefore it is uncertain what, if any, portion of the resulting stock decline may be attributed to the disclosure of the allegedly adverse IMbark study data, presenting challenges to proof of loss causation and damages.

    In light of these risks, the amount of the Settlement, and the immediacy of recovery to the Class, Lead Plaintiffs and Lead Counsel believe that the proposed Settlement is fair, reasonable, and adequate, and in the best interests of the Class. Lead Plaintiffs and Lead Counsel believe that the Settlement provides a substantial benefit to the Class, namely $24,000,000 (less the various deductions described in the Settlement Notice), as compared to the risk that the claims in the Action would produce a smaller recovery, or no recovery, after summary judgment, trial, and appeals, possibly years in the future.

    Defendants have vigorously denied and continue to deny each and all of the claims asserted against them in the Action and deny that the Class was harmed or suffered any damages as a result of the conduct alleged in the Action. Defendants expressly have denied and continue to deny all charges of wrongdoing or liability against them arising out of any of the conduct, statements, acts, or omissions alleged, or that could have been alleged, in the Action. Defendants have agreed to the Settlement solely to eliminate the burden and expense of continued litigation. Accordingly, the Settlement may not be construed as an admission of any wrongdoing by Defendants.

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  5. What might happen if there were no Settlement?

    If there were no Settlement and Lead Plaintiffs failed to establish any essential legal or factual element of their claims against Defendants, neither Lead Plaintiffs nor the other members of the Class would recover anything from Defendants. Also, if Defendants were successful in proving any of their defenses, either at summary judgment, at trial, or on appeal, the Class could recover substantially less than the amount provided in the Settlement, or nothing at all.

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  6. How are Class Members affected by the Action and the Settlement?

    As a Class Member, you are represented by Lead Plaintiffs and Lead Counsel, unless you enter an appearance through counsel of your own choice at your own expense. You are not required to retain your own counsel, but if you choose to do so, such counsel must file a notice of appearance on your behalf as provided in FAQ 11, below.

    If you are a Class Member and do not wish to remain a Class Member, you must exclude yourself from the Class by following the instructions in FAQ 10, below. If you exclude yourself, you will not be able to receive a payment from the Settlement and you will not be able to object to the Settlement.

    If you are a Class Member and you wish to object to the Settlement, the Plan of Allocation, and/or Lead Counsel’s application for attorneys’ fees and Litigation Expenses or the service awards for Lead Plaintiffs, and if you do not exclude yourself from the Class, you may present your objections by following the instructions in FAQ 11, below.

    If you are a Class Member and you do not exclude yourself from the Class, you will be bound by any orders issued by the Court. Even if you object and your objection is overruled by the Court, you will still be bound by any orders issued by the Court. If the Settlement is approved, the Court will enter a judgment (the “Judgment”). The Judgment will dismiss with prejudice the claims in the Action against Defendants and will provide that, upon the Effective Date of the Settlement, Lead Plaintiffs and each of the other Class Members, on behalf of themselves will have fully, finally, and forever compromised, settled, released, resolved, relinquished, waived, and discharged any and all of the Released Plaintiffs’ Claims against Defendants and Defendants’ Released Parties, whether or not such Class Member executes and delivers a Claim or objects to the Settlement, and will forever be barred and enjoined from prosecuting, commencing, instituting, or continuing to prosecute any action or other proceeding in any court of law or equity, arbitration tribunal, or administrative forum, asserting any or all of the Released Plaintiffs’ Claims against any of the Defendants’ Released Parties (as defined in the Settlement Notice). This Release shall not apply to any of the Excluded Plaintiffs' Claims.

    You should consult the Settlement Notice or Stipulation for further details on the releases and defined terms used in connection therewith.

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  7. How do I participate in the Settlement? What do I need to do?

    To be eligible for a payment from the Settlement, you must be a member of the Class and you must timely complete and return the Claim Form with adequate supporting documentation postmarked no later than February 16, 2023 by First-Class U.S. Mail to the Claims Administrator at the address listed below:

    Geron Securities Litigation
    c/o Epiq Class Action & Claims Solutions
    P.O. Box 4574
    Portland, OR 97208-4574

    You may also submit the Claim Form and supporting documentation online here so that it is received on or before midnight Pacific Time on February 16, 2023. You may submit your Claim Form any time before the deadline. If you have a large number of transactions, you may also submit your claim via the spreadsheet template located here.

    A Claim Form is included in the mailed packet with the Settlement Notice, or you may obtain one here. You may also request that a Claim Form be mailed to you by calling the Claims Administrator toll free at 1-844-754-5537 or by emailing the Claims Administrator at info@GeronSecuritiesLitigation.com. Please retain all records of your ownership of and transactions in Geron common stock, as they will be needed to document your Claim. The Parties and Claims Administrator do not have information about your transactions in Geron common stock. If you do not submit a timely and valid Claim Form, you will not be eligible to share in the Net Settlement Fund.

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  8. How much will my payment be?

    At this time, it is not possible to make any determination as to how much money any individual Class Member may receive from the Settlement. As noted above, recovery will be impacted by the total number of valid Claim Forms submitted by Authorized Claimants, and among other factors, when and at what prices you purchased or sold your shares.

    Pursuant to the Settlement, Geron has agreed to pay or cause to be paid a total of $24,000,000 (the “Settlement Amount”), payable in two parts, the first being a payment of $17 million in cash and the second being a payment of $7 million which, at Geron’s option, may be paid in cash and/or Settlement Stock as provided in the Stipulation. The Settlement Amount will be deposited into an Escrow Account. The Settlement Amount plus any interest earned thereon is referred to as the “Settlement Fund.” If the Settlement is approved by the Court and the Effective Date occurs, the Net Settlement Fund will be distributed to Class Members who submit valid Claim Forms, in accordance with the proposed Plan of Allocation or such other plan of allocation as the Court may approve. The proposed Plan of Allocation is located in the Settlement Notice.

    The Net Settlement Fund will not be distributed unless and until the Court has approved the Settlement and a plan of allocation, and the time for any petition for rehearing, appeal, or review, whether by certiorari or otherwise, has expired.

    Neither Defendants nor any other person or entity that paid any portion of the Settlement Amount on their behalf are entitled to get back any portion of the Settlement Fund once the Judgment approving the Settlement becomes Final. Defendants shall not have any liability, obligation, or responsibility for the administration of the Settlement, the disbursement of the Net Settlement Fund, any actions of the Escrow Agent, or the Plan of Allocation.

    Approval of the Settlement is independent from approval of a plan of allocation. Any determination with respect to a plan of allocation will not affect the Settlement, if approved.

    Unless the Court otherwise orders, any Class Member who or which fails to submit a Claim Form by the deadline shall be fully and forever barred from receiving payments pursuant to the Settlement but will in all other respects remain a member of the Class and be subject to the provisions of the Stipulation, including the terms of any Judgment entered and the Releases given. This means that each Class Member releases the Released Plaintiffs’ Claims (as defined in ¶41 of the Settlement Notice) against the Defendants’ Released Parties (as defined in ¶44 of the Settlement Notice) and will be barred and enjoined from prosecuting any of the Released Plaintiffs’ Claims against any of the Defendants’ Released Parties whether or not such Class Member submits a Claim Form.

    The Court has reserved jurisdiction to allow, disallow, or adjust on equitable grounds the Claim of any Class Member. Each Claimant shall be deemed to have submitted to the jurisdiction of the Court with respect to his, her, or its Claim Form.

    Only members of the Class will be eligible to share in the distribution of the Net Settlement Fund. Persons and entities that are excluded from the Class by definition or that previously excluded themselves from the Class pursuant to request or who now exclude themselves from the Class by request will not be eligible for a payment and should not submit Claim Forms. The only security that is included for Class Members to submit a claim on in the Settlement is Geron common stock.

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  9. What payment are the attorneys for the Class seeking? How will the lawyers be paid?

    Lead Counsel has not received any payment for its services in pursuing claims against Defendants on behalf of the Class, nor has it been paid for its litigation expenses. Before final approval of the Settlement, Lead Counsel will apply to the Court for an award of attorneys’ fees in an amount not to exceed 18% of the Settlement Fund, or $4.32 million, plus interest. At the same time, Lead Counsel also intends to apply for payment of Litigation Expenses in an amount not to exceed $1,140,000. Lead Counsel will file its motion for attorneys’ fees and expenses by February 2, 2023. The Court will determine the amount of any award of attorneys’ fees or Litigation Expenses. Such sums as may be approved by the Court will be paid solely from the Settlement Fund. Class Members are not personally liable for any such fees or expenses. Similarly, Lead Plaintiffs may each apply for a service award, subject to Court approval. Lead Plaintiff Julia Junge may seek up to $10,000, and Lead Plaintiff Richard Junge may seek up to $2,500.

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  10. What If I do not want to be a member of the Class? How do I exclude myself?

    Each Class Member will be bound by all determinations and judgments in this Action, whether favorable or unfavorable, unless such person or entity mails by First-Class U.S. Mail a written request for exclusion addressed to: Geron Securities Litigation, EXCLUSIONS, c/o Epiq Class Action & Claims Solutions, P.O. Box 4574, Portland, OR 97208-4574. The request for exclusion must be postmarked no later than midnight Pacific Time on March 9, 2023. Class members may also submit their exclusion requests via email at info@GeronSecuritiesLitigation.com no later than midnight Pacific Time on March 9, 2023. You will not be able to exclude yourself from the Class after midnight Pacific Time on March 9, 2023.

    You do not need to request exclusion from the Class again if you previously submitted a request for exclusion in response to the Original Class Notice (which was initially distributed in May 2022). A list of persons and entities who previously requested exclusion from the Class in response to the Original Class Notice is available here.

    Each request for exclusion must:

    1. state the name, address, telephone number and e-mail address (if email address is available) of the person or entity requesting exclusion, and in the case of entities, the name and telephone number of the appropriate contact person;
    2. state that such person or entity requests exclusion from Julia Junge and Richard Junge v. Geron Corp. and John A. Scarlett, Case No. 3:20-cv-00547-WHA (N.D. Cal.);
    3. state whether the shares owned by the person requesting exclusion were owned in street name and, if so, by whom;
    4. provide documents sufficient to prove membership in the Class, including documents showing the number of shares of publicly-traded Geron common stock that the person or entity requesting exclusion (A) owned as of the opening of trading on March 19, 2018, and (B) purchased and/or sold during the Class Period (i.e., from March 19, 2018, to September 26, 2018, inclusive). Documentation establishing membership in the Class must consist of copies of brokerage confirmation slips or monthly brokerage account statements, or an authorized statement from the broker for the person or entity requesting exclusion and containing the transactional and holding information found in a broker confirmation slip or account statement; and
    5. be signed by the person or entity requesting exclusion or an authorized representative.

    A request for exclusion shall not be valid and effective unless it provides all the information called for in the Settlement Notice and is sent in the manner and within the time stated above, or is otherwise accepted by the Court.

    If you do not want to be part of the Class, you must follow these instructions for exclusion even if you have pending, or later file, another lawsuit, arbitration, or other proceeding relating to any Released Plaintiffs’ Claims against any of the Defendants’ Released Parties. Excluding yourself from the Class is the only option that allows you to be part of any other current or future lawsuit against Defendants or any of the other Defendants’ Released Parties concerning the Released Plaintiffs’ Claims. Please note: If you decide to exclude yourself from the Class, Defendants and Defendants’ Released Parties will have the right to assert any and all defenses they may have to any claims that you may seek to assert.

    If you ask to be excluded from the Class, you will not be eligible to receive any payment out of the Net Settlement Fund and you will not be able to submit an objection to the Settlement, the Plan of Allocation, or Lead Counsel’s motion for attorneys’ fees and expenses or payment of service awards to the Lead Plaintiffs.

    Lead Plaintiffs and Defendants have entered into a confidential Supplemental Agreement, which gives Defendants the right to terminate the Settlement if valid requests for exclusion are received from persons and entities entitled to be members of the Class in an amount that exceeds an amount agreed to by Lead Plaintiffs and Defendants.

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  11. When and where will the Court decide whether to approve the Settlement? Do I have to come to the hearing? May I speak at the hearing if I don’t like the Settlement?

    Class Members do not need to attend the Settlement Fairness Hearing. The Court will consider any submission made in accordance with the provisions below even if a Class Member does not attend the hearing. You can participate in the Settlement without attending the Settlement Fairness Hearing.

    Please Note: The date and time of the Settlement Fairness Hearing may change without further written notice to the Class. In addition, the Court may decide to conduct the Settlement Fairness Hearing by video or telephonic conference, or otherwise allow Class Members to appear at the hearing by phone or video, without further written notice to the Class. In order to determine whether the date and time of the Settlement Fairness Hearing have changed, or whether Class Members must or may participate by phone or video, it is important that you monitor the Court’s docket and this website before making any plans to attend the Settlement Fairness Hearing. Any updates regarding the hearing, including any changes to the date or time of the hearing or updates regarding in person or telephonic appearances at the hearing, will be posted to this website. Also, if the Court requires or allows Class Members to participate in the Settlement Fairness Hearing by telephone or video conference, the information needed to access the conference will be posted to this website.

    The Settlement Fairness Hearing will be held on March 30, 2023, at 11:00 a.m. Pacific Time, before the Honorable William Alsup either in person at the United States District Court for the Northern District of California, San Francisco Courthouse, Courtroom 12 – 19th Floor, 450 Golden Gate Avenue, San Francisco, CA 94102, or by telephone or videoconference (in the discretion of the Court). At the hearing, the Court will determine, among other things, (i) whether the proposed Settlement on the terms and conditions provided for in the Stipulation is fair, reasonable, and adequate to the Class, and should be finally approved by the Court; (ii) whether the Action should be dismissed with prejudice against Defendants and the Releases specified and described in the Stipulation (and in the Settlement Notice) should be granted; (iii) whether the proposed Plan of Allocation should be approved as fair and reasonable; (iv) whether Lead Counsel’s motion for attorneys’ fees and Litigation Expenses should be approved and service awards should be paid to Lead Plaintiffs; and (v) any other matters that may properly be brought before the Court in connection with the Settlement. The Court reserves the right to approve the Settlement, the Plan of Allocation, and Lead Counsel’s motion for attorneys’ fees and Litigation Expenses and service awards to Lead Plaintiffs, and/or consider any other matter related to the Settlement at or after the Settlement Fairness Hearing without further notice to the members of the Class.

    Any Class Member who or which does not request exclusion may object to the Settlement, the proposed Plan of Allocation, or Lead Counsel’s motion for attorneys’ fees and Litigation Expenses and service awards to Lead Plaintiffs. Objections must be in writing. To object, the Court must receive your written objection, together with copies of all other papers and briefs supporting the objection, by no later than midnight Pacific Time on March 9, 2023 (the “Objection Deadline”). You have three options (“Filing Options”) to meet the Objection Deadline. You may file the objections electronically on the docket for the Action, you may visit any location of the Court during business hours of the Clerk’s Office to file the objections (the hours and locations are available at https://cand.uscourts.gov, or you may mail (postmarked by the Objection Deadline) a copy of the objections to the Clerk’s Office at the United States District Court for the Northern District of California at this address:

    Clerk’s Office

    United States District Court
    Northern District of California Class Action Clerk
    Phillip Burton Federal Building & U.S. Courthouse
    450 Golden Gate Avenue
    San Francisco, CA 94102

    Any objection must:

    1. identify the case name and docket number, Julia Junge and Richard Junge v. Geron Corp. and John A. Scarlett, Case No. 3:20-cv-00547-WHA (N.D. Cal.);
    2. state the name, address, telephone number and e-mail address (if email address is available) of the person or entity objecting and must be signed by the objector;
    3. state whether the objector is represented by counsel and, if so, the name, address, and telephone number of the objector’s counsel;
    4. contain a statement of the Class Member’s objection or objections, and the specific reasons for each objection, including any legal and evidentiary support the Class Member wishes to bring to the Court’s attention and whether the objection applies only to the objector, to a specific subset of the Class, or to the entire Class; and
    5. include documents sufficient to prove membership in the Class, including documents showing the number of shares of publicly-traded Geron common stock that the objector (A) owned as of the opening of trading on March 19, 2018 and (B) purchased and/or sold during the Class Period (i.e., from March 19, 2018, to September 26, 2018, inclusive). Documentation establishing membership in the Class must consist of copies of brokerage confirmation slips or monthly brokerage account statements, or an authorized statement from the objector’s broker containing the transactional and holding information found in a broker confirmation slip or account statement.

    Lead Plaintiffs and Lead Counsel will file their detailed motion papers in support of final approval of the Settlement and approval of attorneys’ fees and Litigation Expenses and service awards for the Lead Plaintiffs on February 2, 2023. Those papers will be made available on this website if you wish to review them before submitting an objection.

    You may not object to the Settlement, the Plan of Allocation, or Lead Counsel’s motion for attorneys’ fees and Litigation Expenses and for service awards for Lead Plaintiffs if you previously excluded yourself or now exclude yourself from the Class or if you are not a member of the Class.

    If you submit an objection, you will still be bound by the Court’s orders in the Action even if the Court overrules your objection. You may submit a Claim Form and be eligible to receive a payment in the Settlement even if you submit an objection.

    If you wish to be heard orally at the hearing in opposition to the approval of the Settlement, the Plan of Allocation, or Lead Counsel’s motion for attorneys’ fees and Litigation Expenses, assuming you timely file a written objection as described above, you must also file a notice of appearance, which may be done under any of the three Filing Options listed for filing the objections set forth above so that it is filed and/or postmarked on or before midnight Pacific Time on March 9, 2023. Persons who intend to object and desire to present evidence at the Settlement Fairness Hearing must include in their written objection or notice of appearance the identity of any witnesses they may call to testify and exhibits they intend to introduce into evidence at the hearing. It is within the Court’s discretion to allow appearances at the Settlement Fairness Hearing either in person or by telephone or videoconference, with or without the filing of written objections.

    You are not required to hire an attorney to represent you in making written objections or in appearing at the Settlement Fairness Hearing. However, if you decide to hire an attorney, it will be at your own expense, and that attorney must file a notice of appearance with the Court so that the notice is filed and/or postmarked on or before midnight Pacific Time on March 9, 2023.

    The Settlement Fairness Hearing may be adjourned by the Court without further written notice to the Class. If you plan to attend the hearing, you should confirm the date and time with Lead Counsel.

    Unless the Court orders otherwise, any Class Member who does not object in the manner described above will be deemed to have waived any objection and shall be forever foreclosed from making any objection to the proposed Settlement, the proposed Plan of Allocation, or Lead Counsel’s motion for attorneys’ fees and Litigation Expenses. Class Members do not need to appear at the Settlement Fairness Hearing or take any other action to indicate their approval.

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  12. What if I bought shares on someone else’s behalf?

    If you purchased Geron common stock during the Settlement Class Period for the beneficial interest of persons other than yourself, please see instructions on the Nominees page of this website located here.

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  13. Can I see the Court file? Whom should I contact if I have questions?

    The Settlement Notice contains only a summary of the terms of the proposed Settlement. For the precise terms and conditions of the Settlement or to obtain additional information, you may find the Stipulation and other relevant documents on the Important Documents page of this website here, by contacting Lead Counsel at the address below, by accessing the Court docket in this case, for a fee, through the Court’s Public Access to Court Electronic Records (PACER) system at https://ecf.cand.uscourts.gov, or by visiting the office of the Clerk of the Court for the United States District Court for the Northern District of California, 450 Golden Gate Avenue, San Francisco, CA 94102, between 9:00 a.m. and 4:00 p.m., Monday through Friday, excluding Court holidays. Please note, when searching on PACER, the Action originally was named Tollen v. Geron Corp., et al., Case No. 3:20-cv-00547-WHA, as that may assist in your search. Lead Counsel will post the Settlement Notice and Claim Form on www.kaplanfox.com through the date of the Settlement Fairness Hearing. You may also visit the Honorable William Alsup’s website at www.cand.uscourts.gov/judges/alsup-william-wha for more information on his courtroom procedures and scheduling notes.

    All inquiries concerning the Settlement Notice and the Claim Form should be directed to:

    Geron Securities Litigation
    c/o Epiq Class Action & Claims Solutions
    P.O. Box 4574
    Portland, OR 97208-4574
    emailIcon info@GeronSecuritiesLitigation.com
    phoneIcon 1-844-754-5537

    Class Counsel
    Laurence D. King, Esq.
    KAPLAN FOX & KILSHEIMER LLP
    1999 Harrison Street, Suite 1560
    Oakland, CA 94612
    phoneIcon 1-800-290-1952
    Jeffrey P. Campisi, Esq.
    KAPLAN FOX & KILSHEIMER LLP
    850 Third Avenue, 14th Floor
    New York, NY 10022
    phoneIcon 1-800-290-1952
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  14. What is Epiq’s Privacy Policy

    You can view Epiq’s Privacy Policy here at www.epiqglobal.com/en-us/general/eca-privacy-policy. This policy is in conformity with the Northern District of California’s requirements with regard to Data Protection.

    Specifically, any data provided to the Claims Administrator for the purposes of notice, settlement, or award administration will be used solely for settlement implementation and for no other purpose.

    Please review Epiq's Privacy Policy for further information regarding our Customer Service Measures, Safeguards, Uses and Disclosures, and Data Retention policies.

    We will, on request, provide information regarding our complaint procedure. Any inquiries, complaints, or questions regarding this Policy should be directed in writing to our Privacy Director as follows:

    Epiq
    Attn: Privacy Director
    10300 SW Allen Blvd.
    Beaverton, OR 97005
    privacy@EpiqGlobal.com

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