Arun Upadhyay - Jan 1, 2023 Form 3 Insider Report for Ocugen, Inc. (OCGN)

Role
Chief Scientific Officer
Signature
/s/ Arun Upadhyay by Jessica Crespo, his attorney-in-fact
Stock symbol
OCGN
Transactions as of
Jan 1, 2023
Transactions value $
$0
Form type
3
Date filed
1/5/2023, 03:09 PM
Next filing
Jan 5, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding OCGN Common Stock 84.2K Jan 1, 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 1.92K $6.30 Direct F2
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 1.1K $7.56 Direct F3
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 2.4K $12.18 Direct F4
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 4.32K $13.52 Direct F5
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 479 $12.41 Direct F6
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 10K $0.41 Direct F7
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 10K $0.34 Direct F8
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 246K $1.83 Direct F9
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 31.1K $5.64 Direct F10, F11, F12
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 235K $4.72 Direct F13
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 30K $1.95 Direct F14
holding OCGN Option (Right to Buy) Jan 1, 2023 Common Stock 33.8K $2.17 Direct F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of 84,159 restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock of Ocugen, Inc. (the "Company"). (i) 64,976 of the RSUs vest annually in equal installments over three years commencing on January 3, 2023, (ii) 10,000 of the RSUs vest annually in equal installments over three years commencing on June 16, 2023, and (iii) 9,183 of the RSUs vest annually in equal installments over three years commencing on September 16, 2023, in each case subject to continued service with the Company on the applicable vesting dates. The RSUs will be settled on each applicable vesting date in shares of the Company's common stock.
F2 The option vested annually in equal installments over three years commencing on February 7, 2018.
F3 The option vested annually in equal installments over three years commencing on December 15, 2018.
F4 The option vested annually in equal installments over three years commencing on August 31, 2019.
F5 The option vested annually in equal installments over three years commencing on December 19, 2019.
F6 The option vested annually in equal installments over three years commencing on April 8, 2020.
F7 The option vested annually in equal installments over three years commencing on December 20, 2020. The Reporting Person previously exercised 20,000 of the shares underlying the original option grant.
F8 The option vests annually in equal installments over three years commencing on May 5, 2021, subject to continued service with the Company on the applicable vesting dates. The Reporting Person previously exercised 20,000 of the shares underlying the original option grant.
F9 The option vests annually in equal installments over three years commencing on January 1, 2022, subject to continued service with the Company on the applicable vesting dates.
F10 On April 19, 2021, the Reporting Person was granted a performance-based option to purchase 77,800 shares of the Company's common stock based on the Company's satisfaction of five performance criteria prior to the end of the Company's 2021 and 2022 fiscal years, as applicable (the "Performance-Based Option"). With respect to each performance criteria, 10% of the Performance-Based Option vests on the date of the Compensation Committee's determination that the applicable criteria has been achieved (each, a "Determination Date") and an additional 10% vests upon the first anniversary of the applicable Determination Date, subject to the Reporting Person's continued employment with the Company on such date.
F11 On November 16, 2021, the Compensation Committee determined that one of the performance criteria had been achieved, resulting in the Performance-Based Option vesting in part as to 15,560 shares. 7,780 shares of the Performance-Based Option were immediately vested and exercisable, with the remaining 7,780 shares vested on November 16, 2022.
F12 On December 16, 2021, the Compensation Committee determined that the second performance criteria had been achieved, resulting in the Performance-Based Option vesting in part as to 15,560 shares. 7,780 shares of the Performance-Based Option were immediately vested and exercisable, with the remaining 7,780 shares vested on December 16, 2022.
F13 The option vests annually in equal installments over three years commencing on January 3, 2023, subject to continued service with the Company on the applicable vesting dates.
F14 The option vests annually in equal installments over three years commencing on June 16, 2023, subject to continued service with the Company on the applicable vesting dates.
F15 The option vests annually in equal installments over three years commencing on September 16, 2023, subject to continued service with the Company on the applicable vesting dates.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney