Roadzen extends executive RSU vesting to 2027

Q: What executive equity changes did RDZN disclose in the September 2026 8-K?

Roadzen Inc. disclosed amendments to existing restricted stock unit (RSU) awards for its CEO, CFO, COO and certain employees, pushing their full vesting dates from late 2026 to late 2027, while keeping vesting contingent on continued service.

Q: How many RSUs for RDZN’s CEO were affected by the amendment?

The amendment covers 5,616,550 RSUs previously granted to Chief Executive Officer Rohan Malhotra. Their full vesting date was changed from September 17, 2026 to September 17, 2027, subject to his continuous service with Roadzen Inc.

Q: What RSU changes were made for RDZN’s COO?

Roadzen Inc. amended 1,250,007 RSUs granted to Chief Operating Officer Ankur Kamboj. The RSUs will now vest in full on September 17, 2027 instead of September 17, 2026, provided he continues serving with the company through that date.

Q: What RSU changes were made for RDZN’s CFO?

The company amended 115,000 RSUs granted to Chief Financial Officer Jean-Noël Gallardo, moving the full vesting date from November 20, 2026 to November 20, 2027, contingent on his continued service with Roadzen Inc.

Q: Which exhibit in the RDZN 8-K contains the RSU amendment form?

Exhibit 10.3 contains the “Form of Second Amendment to Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement,” which reflects the structure of the RSU Amendments described for Roadzen Inc.’s executives and other employees.

Q: On what date did Roadzen Inc. make the RSU amendments effective?

Roadzen Inc. made the RSU amendments effective as of September 14, 2026. The changes apply to existing restricted stock unit awards for the CEO, CFO, COO and certain other employees, primarily extending the dates on which the RSUs vest in full.

Roadzen Inc. postponed full vesting of large RSU grants for its CEO, CFO and COO by one year, extending them into late 2027.

Available on EDGAR 09/16/2026 - 08:01 AM EDT Accepted by SEC EDGAR 09/16/2026 - 08:00 AM EDT

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8-K

Rhea-AI Filing Summary

Roadzen Inc. (RDZN) reported that, effective September 14, 2026, it amended the vesting schedules of existing restricted stock unit awards for senior executives and certain other employees. The amendments affect 5,616,550 RSUs held by Chief Executive Officer Rohan Malhotra and 1,250,007 RSUs held by Chief Operating Officer Ankur Kamboj, changing the date on which these RSUs vest in full from September 17, 2026 to September 17, 2027, subject to continued service.

The company also amended 115,000 RSUs held by Chief Financial Officer Jean-Noël Gallardo, shifting the full vesting date from November 20, 2026 to November 20, 2027, likewise conditioned on continued service with the company. A form of the second amendment to the RSU award agreements is filed as Exhibit 10.3.

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8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

CEO RSUs amended: 5,616,550 RSUs COO RSUs amended: 1,250,007 RSUs CFO RSUs amended: 115,000 RSUs +2 more

5 metrics

CEO RSUs amended 5,616,550 RSUs Previously granted to CEO Rohan Malhotra; vesting moved from September 17, 2026 to September 17, 2027

COO RSUs amended 1,250,007 RSUs Previously granted to COO Ankur Kamboj; vesting moved from September 17, 2026 to September 17, 2027

CFO RSUs amended 115,000 RSUs Previously granted to CFO Jean-Noël Gallardo; vesting moved from November 20, 2026 to November 20, 2027

Ordinary share par value $0.0001 per share Par value of Roadzen Inc. ordinary shares registered on Nasdaq

Warrant exercise price $11.50 per share Each warrant exercisable for one ordinary share at this price

Key Terms

restricted stock unit, emerging growth company, Inline XBRL, warrants

4 terms

restricted stock unit financial

"entered into separate amendments to the restricted stock unit awards"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Inline XBRL technical

"Cover page interactive data file (embedded within the Inline XBRL document)"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

warrants financial

"Warrants, each warrant exercisable for one ordinary share"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What executive equity changes did RDZN disclose in the September 2026 8-K?

Roadzen Inc. disclosed amendments to existing restricted stock unit (RSU) awards for its CEO, CFO, COO and certain employees, pushing their full vesting dates from late 2026 to late 2027, while keeping vesting contingent on continued service.

How many RSUs for RDZN’s CEO were affected by the amendment?

The amendment covers 5,616,550 RSUs previously granted to Chief Executive Officer Rohan Malhotra. Their full vesting date was changed from September 17, 2026 to September 17, 2027, subject to his continuous service with Roadzen Inc.

What RSU changes were made for RDZN’s COO?

Roadzen Inc. amended 1,250,007 RSUs granted to Chief Operating Officer Ankur Kamboj. The RSUs will now vest in full on September 17, 2027 instead of September 17, 2026, provided he continues serving with the company through that date.

What RSU changes were made for RDZN’s CFO?

The company amended 115,000 RSUs granted to Chief Financial Officer Jean-Noël Gallardo, moving the full vesting date from November 20, 2026 to November 20, 2027, contingent on his continued service with Roadzen Inc.

Which exhibit in the RDZN 8-K contains the RSU amendment form?

Exhibit 10.3 contains the “Form of Second Amendment to Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement,” which reflects the structure of the RSU Amendments described for Roadzen Inc.’s executives and other employees.

On what date did Roadzen Inc. make the RSU amendments effective?

Roadzen Inc. made the RSU amendments effective as of September 14, 2026. The changes apply to existing restricted stock unit awards for the CEO, CFO, COO and certain other employees, primarily extending the dates on which the RSUs vest in full.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 14, 2026

ROADZEN INC.

(Exact name of Registrant as Specified in Its Charter)

British Virgin Islands

001-41094

98-1600102

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

111 Anza Blvd

Suite 109

Burlingame, California

94010

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (347) 745-6448

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary Shares, par value $0.0001 per share	RDZN	The Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one ordinary share, each at an exercise price of $11.50 per share	RDZNW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective as of September 14, 2026, Roadzen Inc. (the “Company”) entered into separate amendments (the “RSU Amendments”) to the restricted stock unit awards (as previously amended, the “RSUs”) previously granted to Rohan Malhotra, the Company’s Chief Executive Officer and a director, Jean-Noël Gallardo, the Company’s Chief Financial Officer, and Ankur Kamboj, the Company’s Chief Operating Officer, as well as certain other employees of the Company. Pursuant to the RSU Amendments, the 5,616,550 RSUs previously granted by the Company to Mr. Malhotra and the 1,250,007 RSUs previously granted by the Company to Mr. Kamboj were each amended to change the date on which such RSUs vest in full (subject to the executive’s continuous service with the Company through the vesting date) from September 17, 2026 to September 17, 2027, and the 115,000 RSUs previously granted by the Company to Mr. Gallardo were amended to change the date on which such RSUs vest in full (subject to the executive’s continuous service with the Company through the vesting date) from November 20, 2026 to November 20, 2027.

The foregoing description of the RSU Amendments does not purport to be complete and is qualified in its entirety by reference to the full text of the RSU Amendments, the form of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description of Exhibit

10.3		Form of Second Amendment to Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement.
104		Cover page interactive data file (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ROADZEN INC.

Date: September 16, 2026	By:	/s/ Jean-Noël Gallardo
	Name:	Jean-Noël Gallardo
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

EX-10.3 EX-10.3 27.3 KB