Ocugen, Inc. Form 4 (June 7, 2021) — Musunuri Shankar

Summary

Shankar Musunuri, director and Chief Executive Officer of Ocugen, Inc. (trading symbol OCGN), reports in this Form 4 option exercises at $0.33 and sales under a Rule 10b5-1 trading plan. On 06/07/2021, 7,758 shares were acquired and sold at $10.94; on 06/08/2021, 22,800 shares were acquired and sold at a weighted average price of $10.98, each time leaving 406,000 shares owned directly. The form lists 1,375,299 shares owned indirectly by KVM Holdings LLC. Table II shows 1,326,587 options remaining from an option initially exercisable for 1,357,145 shares, expiring 05/07/2030. The signature line reads Shankar Musunuri by Sanjay Subramanian, attorney-in-fact, 06/09/2021.

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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 * Musunuri Shankar (Last) (First) (Middle) C/O OCUGEN, INC. 263 GREAT VALLEY PARKWAY (Street) MALVERN PA 19355 (City) (State) (Zip) | Musunuri Shankar | (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 X Officer (give title below) Other (specify below) Chief Executive Officer | X | Director | 10% Owner | X | Officer (give title below) | Other (specify below) | Chief Executive Officer
3. Date of Earliest Transaction
 (Month/Day/Year) 06/07/2021
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 | 06/07/2021 | M | 7,758 | A | $ 0.33 | 413,758 | D
Common Stock | 06/07/2021 | S | 7,758 (1) | D | $ 10.94 | 406,000 | D
Common Stock | 06/08/2021 | M | 22,800 | A | $ 0.33 | 428,800 | D
Common Stock | 06/08/2021 | S | 22,800 (1) | D | $ 10.98 (2) | 406,000 | D
Common Stock | 1,375,299 | I | By: KVM Holdings LLC (3)
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) | $ 0.33 | 06/07/2021 | M | 7,758 | 05/07/2020 (4) | 05/07/2030 | Common Stock | 7,758 | $ 0.0 | 1,349,387 | D
Option (Right to Buy) | $ 0.33 | 06/08/2021 | M | 22,800 | 05/07/2020 (4) | 05/07/2030 | Common Stock | 22,800 | $ 0 | 1,326,587 | D
Explanation of Responses:
1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $10.94 to $11.04, inclusive. The Reporting Person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
3. The Reporting Person is a member and officer of KVM Holdings, LLC and has voting and investment power power over the shares held by KVM Holdings, LLC.
4. The option, initially exercisable for 1,357,145 shares of common stock, vests annually in equal installments over three years commencing on May 7, 2021, subject to continued employment with the Company on the applicable vesting dates.
Shankar Musunuri by Sanjay Subramanian, his attorney-in-fact | 06/09/2021
** 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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