Neal Flomenberg - Feb 14, 2024 Form 4 Insider Report for Semper Paratus Acquisition Corp (TVGN)

Role: Chief Scientific Officer
Signature: /s/ Kirti Desai, Attorney-in-Fact
Stock symbol: TVGN
Transactions as of: Feb 14, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/16/2024, 05:25 PM
Next filing: Oct 18, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TVGN	Common Stock	Award		+5.33M			5.33M	Feb 14, 2024	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On February 14, 2024 (the "Effective Date"), pursuant to that certain Agreement and Plan of Merger, dated as of June 28, 2023, by and among the Issuer, Semper Merger Sub, Inc., and Tevogen Bio Inc ("Tevogen"), each restricted stock unit ("RSU") with respect to shares of Tevogen common stock (each a "Tevogen RSU") that was then unvested was automatically canceled and converted into an award under the Tevogen Bio Holdings Inc. 2024 Omnibus Incentive Plan with respect to a number of RSUs to be settled in the common stock of the Issuer equal to the product, rounded up to the nearest whole number, of (i) the number of shares of Tevogen common stock subject to the Tevogen RSU as of immediately prior to the Effective Time, multiplied by (ii) approximately 4.8481.

Content

On February 14, 2024 (the "Effective Date"), pursuant to that certain Agreement and Plan of Merger, dated as of June 28, 2023, by and among the Issuer, Semper Merger Sub, Inc., and Tevogen Bio Inc ("Tevogen"), each restricted stock unit ("RSU") with respect to shares of Tevogen common stock (each a "Tevogen RSU") that was then unvested was automatically canceled and converted into an award under the Tevogen Bio Holdings Inc. 2024 Omnibus Incentive Plan with respect to a number of RSUs to be settled in the common stock of the Issuer equal to the product, rounded up to the nearest whole number, of (i) the number of shares of Tevogen common stock subject to the Tevogen RSU as of immediately prior to the Effective Time, multiplied by (ii) approximately 4.8481.