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8-KAccepted Sep 22, 5:34 PM ET

Ocugen Adjourns Vote on 250M Share Increase to Oct 5, 2026

OCGNOcugen, Inc.

Accepted (ET)

5:34 PM

Sep 22, 2026

Filed

Sep 23, 2026

Documents

11

Size

143.9 KB

Summary

Ocugen Adjourns Vote on 250M Share Increase to Oct 5, 2026

Updated

What Happened

  • Ocugen, Inc. (OCGN) held a virtual Special Meeting of Stockholders on September 21, 2026 that was adjourned solely with respect to Proposal 1 — an amendment to the company’s certificate of incorporation to increase authorized common stock by 250,000,000 shares.
  • A total of 160,214,431 shares (47.3% of outstanding as of the July 27, 2026 record date) were represented, constituting a quorum. Stockholders approved Proposal 2 (to adjourn if needed to solicit additional proxies) with votes of 124,584,658 for, 33,639,820 against, and 1,989,953 abstentions.
  • The meeting was adjourned only as to Proposal 1; the Adjourned Meeting will be held virtually on October 5, 2026 at 8:00 a.m. ET at www.virtualshareholdermeeting.com/OCGN2026SM. Stockholders who already submitted proxies and do not wish to change their vote need take no action. The 8-K was signed by Shankar Musunuri, Chairman & CEO, on September 22, 2026.

Key Details

  • Proposal 1: proposed increase in authorized Common Stock by 250,000,000 shares.
  • Shares represented at Sept 21 meeting: 160,214,431 (47.3% of outstanding as of July 27, 2026 record date).
  • Adjournment vote (Proposal 2): 124,584,658 For / 33,639,820 Against / 1,989,953 Abstentions.
  • Adjourned Meeting date/time: October 5, 2026 at 8:00 a.m. ET (virtual).

Why It Matters

  • Approval of an increase in authorized shares would permit Ocugen to issue up to 250 million additional common shares if the amendment is later approved and implemented, which could affect existing ownership percentages.
  • The adjournment indicates the company did not have sufficient votes on Proposal 1 at the Sept 21 meeting and is seeking additional shareholder support; investors should watch the Oct 5 vote outcome for potential implications on dilution and future capital or equity strategies.

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