UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e)
2021 Performance-Based Equity Awards
On April 19, 2021, the Compensation Committee (the “Committee”) of the Board of Directors of Ocugen, Inc. (the “Company”) granted certain options to purchase shares of common stock, par value $0.01 per share, of the Company (the “2021 Performance Options”) to certain officers of the Company, including certain named executive officers. Twenty percent (20%) of the 2021 Performance Options will vest based on the achievement of each of five performance milestones related to the Company’s development of COVAXIN, its vaccine candidate for the prevention of COVID-19 in collaboration with Bharat Biotech International Limited. With respect to each milestone, ten percent (10%) of the 2021 Performance Options will vest upon the Committee’s determination that the applicable milestone has been achieved, and the remaining ten percent (10%) will vest upon the first anniversary of the applicable milestone achievement date, subject to the applicable officer’s continued service with the Company as of such anniversary. The 2021 Performance Options were granted to the following named executive officers in the following amounts:
| Name and Title | Number of Options | |||
| Shankar Musunuri Chief Executive Officer, Chairman of the Board, and Co-Founder |
985,000 | |||
| Sanjay Subramanian Chief Financial Officer |
177,800 | |||
The 2021 Performance Options were granted pursuant to a form of Performance-Vested Stock Option Agreement approved by the Committee (the “2021 Performance Option Agreement”). The foregoing description of the grant of 2021 Performance Options is qualified in its entirety by reference to the terms of the form 2021 Performance Option Agreement, which will be filed as an exhibit in a subsequent periodic report to be filed under the Securities Exchange Act of 1934, as amended.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 23, 2021
| OCUGEN, INC. | ||
| By: | /s/ Shankar Musunuri | |
| Name: Shankar Musunuri | ||
| Title: Chief Executive Officer and Chairman | ||