UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
APRIL 28, 2006
Date of Report (Date of earliest event reported)
GERON CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-20859 75-2287752
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
230 Constitution Drive 94025
Menlo Park, California (Zip Code)
(Address of principal executive
offices)
(650) 473-7700
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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:
|_| Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition
Geron Corporation (the "Company") is furnishing this information under Item
2.02 of Form 8-K.
The information in this Current Report, including Exhibit 99.1, is being
furnished and shall not be deemed "filed" for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise
subject to the liabilities of that section. The information in this Current
Report, including Exhibit 99.1, shall not be incorporated by reference into any
registration statement or other document filed pursuant to the Securities Act of
1933, as amended, or the Exchange Act.
On April 28, 2006, Geron Corporation issued a press release announcing its
financial results for the three months ended March 31, 2006. A copy of the press
release is attached as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
99.1 Press release dated April 28, 2006.
SIGNATURE
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.
GERON CORPORATION
Date: April 28, 2006 By: /s/ David L. Greenwood
--------------------------
Name: David L. Greenwood
Title: Executive Vice President,
Chief Financial Officer
EXHIBIT INDEX
Exhibit
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99.1 Press release dated April 28, 2006