8-K 1 a4583053.txt GERON 8-K 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 FEBRUARY 27, 2004 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 (Commission File Number) (IRS Employer Jurisdiction Identification of Incorporation) 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) Item 7. Exhibits (c) Exhibits 99.1 Press Release dated February 27, 2004. Item 9. Regulation FD Disclosure Pursuant to Securities and Exchange Commission Release Nos. 33-8216 and 34-47583, Geron Corporation is furnishing this information under Items 9 and 12 of Form 8-K. The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. On February 27, 2004, Geron Corporation issued an earnings release announcing its financial results for the three and twelve months ended December 31, 2003. A copy of the earnings release is attached as Exhibit 99.1. SIGNATURES 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: February 27, 2004 By: /s/ William D. Stempel_ -------------------------------------------- Name: William D. Stempel Title: Vice President and General Counsel EXHIBIT INDEX Exhibit 99.1 Press Release dated February 27, 2004.