Form 4: Ocugen, Inc. (OCGN), Musunuri Shankar, transaction 01/03/2022

Summary

A Form 4 for Shankar Musunuri, a director and Chief Executive Officer of Ocugen, Inc. [OCGN], reporting awards dated January 3, 2022. A footnote states the 346,540 shares of common stock acquired reflect a grant of restricted stock units that vest annually in three equal installments commencing on January 3, 2023, bringing directly owned shares to 752,540. The form also reports an option to buy 1,253,299 shares at $4.72, expiring 01/03/2032 and vesting annually over three years from January 3, 2023. It lists 1,145,299 shares owned through KVM Holdings, LLC. Sanjay Subramanian signed as attorney-in-fact on 01/05/2022.

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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) 01/03/2022
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 (1) | 01/03/2022 | A | 346,540 | A | $ 0 | 752,540 | D
Common Stock | 1,145,299 | I | By: KVM Holdings, LLC (2)
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) | $ 4.72 | 01/03/2022 | A | 1,253,299 | (3) | 01/03/2032 | Common Stock | 1,253,299 | $ 0 | 1,253,299 | D
Explanation of Responses:
1. Reflects the grant of restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Ocugen Inc.'s (the "Company's") common stock. The restricted stock units vest annually in three equal installments commencing on January 3, 2023, subject to continued employment with the Company on the applicable vesting dates. The restricted stock units will be settled on each applicable vesting date in shares of the Company's common stock.
2. The Reporting Person is a member and officer of KVM Holdings, LLC and has voting and investment power over the shares held by KVM Holdings, LLC.
3. The option vests annually in equal installments over three years commencing on January 3, 2023, subject to continued employment with the Company on the applicable vesting dates.
/s/ Shankar Musunuri by Sanjay Subramanian, his attorney-in-fact | 01/05/2022
** 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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Our copy

SEC_OCGN_4_filed2022-01-05_0001062993-22-000699.xml

Original

www.sec.gov