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Tevogen Bio Holdings, Inc. reported interim financials showing limited operating cash and multiple financing arrangements supporting operations for the next 12 months. The company had $685,229 in cash at June 30, 2025 and raised $2,533,023 in net proceeds under an at‑the‑market Sales Agreement through August 13, 2025, plus a subsequent $1,000,000 capital contribution from KRHP. The Loan Agreement outstanding balance was $4,400,000 with $24,000,000 available for future draws; interest can be paid in stock and the Company issued 1,000,000 shares to the Patel Family as an inducement. Notes payable of $1,651,000 remain in default on technical repayment terms. The post‑merger capital structure includes preferred stock financings (Series A proceeds $2,000,000; Series C proceeds $6,000,000), large equity awards (Special RSU grant fair value $87,263,783), and 196,705,067 common shares reported outstanding. Management says it will not initiate clinical trials until additional funding is received.
Schedule 13D/A Amendment 1 shows Tevogen Bio Holdings Inc. (TVGNW) CEO Dr. Ryan H. Saadi now beneficially owns 125,008,376 shares, equal to 64.5 % of the 193.7 M shares outstanding. He holds sole voting power over 124.8 M shares and sole dispositive power over 97.5 M shares; 193.9 k shares are jointly held with his spouse.
The filing reflects two noteworthy changes since the original 13D: (1) on 27 Jun 2025 the Company granted Saadi 8.0 M restricted shares (≈4 % of current float) that carry immediate voting rights but vest in four equal tranches starting seven years after grant, with accelerated vesting on death or disability; and (2) Saadi sold 1,438,206 shares on 9 Jun 2025 in the open market at a VWAP of $1.23.
No other transactions were reported in the prior 60 days. Apart from the potential dilution from the new award and the limited insider sale (≈1 % of his stake), the amendment does not signal strategic changes. Saadi remains the controlling shareholder, aligning management incentives with long-term equity performance.