Welcome to our dedicated page for Ocugen SEC filings (Ticker: OCGN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Ocugen, Inc. reported that its Board of Directors approved a special equity grant for its Chief Executive Officer, Dr. Shankar Musunuri. On December 12, 2025, following a review of his total equity ownership versus founder CEOs in the company’s peer group, the Board authorized an additional award of 9,369,604 Performance Restricted Stock Units (PSUs), to be granted on January 2, 2026, on top of his regular annual equity award.
The PSUs carry a three-year performance period ending December 31, 2028. Vesting depends on the Compensation Committee determining that specific milestones have been achieved: two-thirds of the PSUs are tied to certain regulatory milestones, and one-third depends on a stock performance-related milestone during the performance period. The units will be settled in common stock once the Compensation Committee certifies milestone achievement, and only if Dr. Musunuri continues serving with Ocugen through the applicable achievement date; any unearned or unvested PSUs at the end of the period, or upon termination, will be forfeited.
Ocugen, Inc. filed its Q3 2025 10-Q, reporting collaborative revenue of $1.75 million and a net loss of $20.05 million (basic/diluted loss per share $0.07). Operating expenses were $19.38 million, driven by R&D of $11.15 million and G&A of $8.23 million. Interest expense rose to $1.31 million in the quarter.
Cash was $32.57 million and total assets $57.60 million at September 30, 2025. Total liabilities were $54.06 million, leaving stockholders’ equity at $3.53 million. Management disclosed substantial doubt about the company’s ability to continue as a going concern within one year due to expected funding needs. Cash used in operations for the nine months was $43.00 million.
Financing included an August 2025 registered direct offering of 20,000,000 shares plus 20,000,000 warrants for $18.5 million net, and the November 2024 Avenue loan with $30.0 million principal outstanding. The NeoCart merger agreement with Carisma was terminated on September 16, 2025. Common shares outstanding were 312,320,112 as of October 31, 2025.
Ocugen (OCGN) reported financial results for the quarter ended September 30, 2025 and scheduled a conference call and webcast for 8:30 a.m. Eastern Time on November 5, 2025 to discuss results and business updates. The company posted related presentation materials on its website.
The press release and presentation were furnished as Exhibits 99.1 and 99.2 under Item 2.02, and are not deemed filed for liability purposes under Section 18 of the Exchange Act.
Ocugen, Inc. entered into agreements to sell 20,000,000 shares of common stock at $1.00 per share and accompanying warrants to purchase up to 20,000,000 shares. The financing is structured as a registered direct offering made under the company's effective Form S-3 shelf registration and is expected to generate approximately $20.0 million in gross proceeds before fees and expenses.
The Warrants carry an exercise price of $1.50, are exercisable immediately, and expire two years after issuance; they are callable by the company if the volume-weighted average price exceeds $2.50 for five of a trailing 30 trading day period. The investor agreed to a 90-day lock-up on resale of the securities. Noble Capital Markets is acting as sole placement agent and will receive a 5.5% cash fee plus reimbursement of up to $65,000 of expenses.
Ocugen is conducting a registered direct offering to sell 20,000,000 shares of common stock together with warrants to purchase up to 20,000,000 additional shares, at a combined price of $1.00 per share plus warrant. The company will receive approximately $18.9 million of net proceeds after a 5.5% placement-agent fee; investors would incur immediate dilution of $0.926 per share versus the offering price. Each warrant is exercisable for one share at $1.50, exercisable immediately and expiring two years after issuance; the warrants are not listed and have limited liquidity.
Separately, Ocugen highlights clinical and corporate milestones: positive two-year Phase 1/2 OCU400 data and EMA ATMP positive opinion, ongoing Phase 3 enrollment for OCU400, initiation and regulatory clearance activity for OCU410ST and OCU200, and a planned merger of the NeoCart business with Carisma (Ocugen to invest at least $5.0 million and is estimated to own >50% of the combined company if the merger closes). The company states proceeds should fund operations into Q2 2026 (or into Q1 2027 if warrants are fully exercised).