Ocugen, Inc. Form 4 (March 5, 2021) — Potti Manish

Summary

A Form 4 for Ocugen, Inc. (trading symbol OCGN) filed for director Manish Potti, reporting option transactions under code M on 03/05/2021: 21,000 shares acquired at $0.51 and 7,000 shares at $1.83, bringing direct ownership to 28,000 shares. Table II shows 33,000 and 119,000 options remaining, with the rest vesting monthly through January 2, 2023 and January 1, 2024. The form also lists indirect holdings of Scotland Parkway LLC, totaling 123,429 shares; the explanation says the Reporting Person is a managing member with voting and investment power over those securities. Sanjay Subramanian signed as attorney-in-fact on 03/08/2021.

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Full text

SEC Form 4

FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 | OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB APPROVAL | OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB Number: | 3235-0287 | Estimated average burden | hours per response: | 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person * Potti Manish (Last) (First) (Middle) C/O OCUGEN, INC. 263 GREAT VALLEY PARKWAY (Street) MALVERN PA 19355 (City) (State) (Zip) | Potti Manish | (Last) | (First) | (Middle) | C/O OCUGEN, INC. | 263 GREAT VALLEY PARKWAY | MALVERN | PA | 19355 | (City) | (State) | (Zip) | 2. Issuer Name and Ticker or Trading Symbol Ocugen, Inc. [ OCGN ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below) | X | Director | 10% Owner | Officer (give title below) | Other (specify below)
3. Date of Earliest Transaction
 (Month/Day/Year) 03/05/2021
4. If Amendment, Date of Original Filed
 (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | X | Form filed by One Reporting Person | Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr.
 3) | 2. Transaction Date
 (Month/Day/Year) | 2A. Deemed Execution Date, if any
 (Month/Day/Year) | 3. Transaction Code (Instr.
 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr.
 3, 4 and 5) | 5.
 Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr.
 4) | 7. Nature of Indirect Beneficial Ownership (Instr.
 4)
Code | V | Amount | (A) or (D) | Price
Common Stock | 03/05/2021 | M | 21,000 | A | $ 0.51 | 21,000 | D
Common Stock | 03/05/2021 | M | 7,000 | A | $ 1.83 | 28,000 | D
Common Stock | 123,429 | I | Held by Scotland Parkway LLC (1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr.
 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date
 (Month/Day/Year) | 3A. Deemed Execution Date, if any
 (Month/Day/Year) | 4. Transaction Code (Instr.
 8) | 5.
 Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
 3, 4 and 5) | 6. Date Exercisable and Expiration Date
 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr.
 3 and 4) | 8. Price of Derivative Security (Instr.
 5) | 9.
 Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr.
 4) | 11. Nature of Indirect Beneficial Ownership (Instr.
 4)
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares
Option (Right to Buy) | $ 0.51 | 03/05/2021 | M | 21,000 | (2) | 01/02/2030 | Common Stock | 21,000 | $ 0 | 33,000 | D
Oprion (Right to Buy) | $ 1.83 | 03/05/2021 | M | 7,000 | (3) | 01/01/2031 | Common Stock | 7,000 | $ 0 | 119,000 | D
Explanation of Responses:
1. The Reporting Person is a managing member of Scotland Parkway LLC and has voting and investment power over securities held by Scotland Parkway LLC.
2. The shares underlying the option exercised in this transaction were fully vested and exercisable. The remainder of the shares underlying the option shall continue to vest and become exercisable ratably on a monthly basis on the second day of each month through January 2, 2023, subject to the Reporting Person's continued service with the Company through each such date.
3. The shares underlying the option exercised in this transaction were fully vested and exercisable. The remainder of the shares underlying the option shall continue to vest and become exercisable ratably on a monthly basis on the first day of each month through January 1, 2024, subject to the Reporting Person's continued service with the Company through each such date.
/s/ Manish Potti by Sanjay Subramanian, his attorney-in-fact | 03/08/2021
** Signature of Reporting Person | Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction
 4

 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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