Tevogen CEO granted 8M shares tied to $1B goal
Tevogen’s CEO received 8 million performance-based restricted shares that vest only if the company reaches $1.0 billion in revenue by 2031.
Rhea-AI Filing Summary
Tevogen Inc. (symbol: TVGN) is the issuer of record for a Form 4 filing submitted to the SEC. Saadi Ryan H. reported acquisition or exercise transactions in this Form 4 filing.
Tevogen Inc. (TVGN) reported that Chief Executive Officer and director Ryan H. Saadi received a grant of 8,000,000 shares of restricted common stock on September 14, 2026. According to the award terms, these shares vest only if the Board certifies that Tevogen achieves $1.0 billion in aggregate revenue during the period from September 14, 2026 through September 30, 2031, and are subject to automatic forfeiture if this performance condition or continued service and other conditions are not met. Following this grant, Saadi directly holds 11,705,689 common shares, and he is also reported as indirectly owning 3,878 shares held by his wife. No transactions are reported under a Rule 10b5-1 trading plan.
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Insider Trade Summary
Grant/Award: 8,000,000 shares
Grant/Award
2 txns
Insider
Saadi Ryan H.
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock F1 | 8,000,000 | $0.00 | $0.00 |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 11,705,689 shares (Direct);
Common Stock — 3,878 shares (Indirect, By wife)
Footnotes (1)
- F1. Represents a grant of restricted stock under the Tevogen Inc. (the "Company") 2024 Omnibus Incentive Plan, which will vest only upon written certification by the Company's Board of Directors that the Company has achieved $1.0 billion in aggregate revenue during the period from September 14, 2026 through September 30, 2031 (the "Performance Period"). The shares will automatically be forfeited in the event such revenue threshold is not met during Performance Period, upon termination of the Reporting Person's service with the Company for any reason, if it is determined that the Reporting Person has engaged in certain misconduct or competitive activities with the Company, in the event of transfer or attempted transfer prior to vesting, or if the award is not assumed in connection with a change in control.
Key Figures
Restricted stock grant: 8,000,000 shares
Revenue performance threshold: $1.0 billion
Performance period start: September 14, 2026
+4 more
7 metrics
Restricted stock grant
8,000,000 shares
Restricted common stock awarded to CEO on September 14, 2026
Revenue performance threshold
$1.0 billion
Aggregate revenue required during performance period for vesting
Performance period start
September 14, 2026
Beginning of period used to measure aggregate revenue for vesting
Performance period end
September 30, 2031
End of period used to measure aggregate revenue for vesting
Direct holdings after grant
11,705,689 shares
Tevogen common stock directly held by CEO following the transaction
Indirect holdings (by wife)
3,878 shares
Tevogen common stock indirectly owned through the CEO’s wife
Grant price per share
$0.00 per share
Reported transaction price for the restricted stock grant
Key Terms
restricted stock, 2024 Omnibus Incentive Plan, aggregate revenue, Performance Period, +1 more
5 terms
restricted stock financial
"Represents a grant of restricted stock under the Tevogen Inc. (the "Company") 2024 Omnibus Incentive Plan"
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
"Represents a grant of restricted stock under the Tevogen Inc. (the "Company") 2024 Omnibus Incentive Plan"
aggregate revenue financial
"that the Company has achieved $1.0 billion in aggregate revenue during the period"
Performance Period financial
"during the period from September 14, 2026 through September 30, 2031 (the "Performance Period")"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
change in control financial
"or if the award is not assumed in connection with a change in control"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did TVGN report for CEO Ryan H. Saadi?
Tevogen reported that CEO Ryan H. Saadi received a grant of 8,000,000 shares of restricted common stock on September 14, 2026, as an award under the company’s 2024 Omnibus Incentive Plan.
Is the TVGN CEO’s equity award part of a Rule 10b5-1 trading plan?
No. The filing indicates no Rule 10b5-1 trading plan; the 8,000,000-share grant is reported as a compensation-related acquisition, not a plan-based trading transaction.
AI-generated analysis. How Rhea-AI works. Not financial advice.
