Tevogen Bio (TVGN) awards director 40,000 restricted shares tied to revenue goals

Rhea-AI Filing Summary

Goh Keow Lin reported acquisition or exercise transactions in this Form 4 filing.

Tevogen Bio Holdings Inc. director Goh Keow Lin received a grant of 40,000 shares of restricted common stock under the 2024 Omnibus Incentive Plan. The award vests in three equal installments upon the earlier of specified anniversaries of the grant date and the company reaching aggregate revenue milestones of $50 million, $100 million, and $150 million, subject to continued service. Following this grant, the director holds 48,678 common shares directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Goh Keow Lin

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	40,000	$0.00	--

Holdings After Transaction: Common Stock — 48,678 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Restricted stock granted: 40,000 shares Grant price per share: $0.00 Shares held after transaction: 48,678 shares +3 more

6 metrics

Restricted stock granted 40,000 shares Grant of restricted common stock to director on transaction date

Grant price per share $0.00 Price per share for restricted stock award

Shares held after transaction 48,678 shares Director’s direct common stock holdings following the grant

First revenue vesting milestone $50 million Aggregate revenue threshold linked to first vesting installment

Second revenue vesting milestone $100 million Aggregate revenue threshold linked to second vesting installment

Third revenue vesting milestone $150 million Aggregate revenue threshold linked to third vesting installment

Key Terms

restricted stock, 2024 Omnibus Incentive Plan, aggregate revenue, vesting

4 terms

restricted stock financial

"Represents a grant of restricted stock under the Tevogen Bio Holdings Inc."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2024 Omnibus Incentive Plan financial

"under the Tevogen Bio Holdings Inc. 2024 Omnibus Incentive Plan, which vests"

aggregate revenue financial

"the Issuer having aggregate revenue of $50 million since the grant date"

vesting financial

"which vests in three equal installments upon the earlier of each"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/10/2026 - 05:31 PM Accepted by SEC EDGAR 07/10/2026 - 05:30 PM Learn about SEC filing dates

FAQ

What insider transaction did Tevogen Bio (TVGN) report for Goh Keow Lin?

Tevogen Bio reported that director Goh Keow Lin received a grant of 40,000 shares of restricted common stock. The grant was awarded at a price of $0.00 per share under the 2024 Omnibus Incentive Plan.

How many Tevogen Bio (TVGN) shares does Goh Keow Lin hold after this grant?

After the restricted stock grant, Goh Keow Lin directly holds 48,678 shares of Tevogen Bio common stock. This total reflects the newly granted 40,000 restricted shares plus previously held shares.

What are the vesting conditions for the 40,000 restricted Tevogen Bio (TVGN) shares?

The 40,000 restricted shares vest in three equal installments. Each installment vests upon the earlier of a grant anniversary and Tevogen Bio achieving aggregate revenue of $50 million, $100 million, and $150 million, with continued service required.

Is the Tevogen Bio (TVGN) restricted stock grant to Goh Keow Lin a market purchase?

No. The 40,000-share transaction is coded as a grant/award (Code A), not an open-market purchase. It represents equity compensation under Tevogen Bio’s 2024 Omnibus Incentive Plan at $0.00 per share.

Which Tevogen Bio (TVGN) incentive plan governs this restricted stock award?

The grant to Goh Keow Lin was made under the Tevogen Bio Holdings Inc. 2024 Omnibus Incentive Plan. The plan provides for equity-based awards with performance- and time-based vesting conditions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Goh Keow Lin

(Last) (First) (Middle)

C/O TEVOGEN BIO HOLDINGS INC.

15 INDEPENDENCE BLVD, STE 410

(Street)

WARREN NEW JERSEY 07059

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tevogen Bio Holdings Inc. [ TVGN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/10/2026		A		40,000(1)	A	$0.00	48,678	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a grant of restricted stock under the Tevogen Bio Holdings Inc. 2024 Omnibus Incentive Plan, which vests in three equal installments upon the earlier of each of (i) the first anniversary of the grant date and the Issuer having aggregate revenue of $50 million since the grant date, (ii) the second anniversary of the grant date and the Issuer having aggregate revenue of $100 million since the grant date, and (ii) the third anniversary of the grant date and the Issuer having aggregate revenue of $150 million since the grant date, provided that the reporting person remains in service with the Issuer on the applicable vesting date.

	/s/ Kirti Desai, Attorney-in-Fact	07/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)