Tevogen Inc. (TVGN) filed a Form 8-K on September 14, 2026, announcing the grant of restricted stock awards (RSAs) to its executive officers. The awards were granted under the company’s 2024 Omnibus Incentive Plan and are contingent upon the achievement of specific financial targets.
Chief Executive Officer and Chairperson of the Board Ryan Saadi was granted 8,000,000 Restricted Shares. Chief Financial Officer Kirti Desai was granted 750,000 Restricted Shares. All shares are of the company’s common stock, par value $0.0001 per share.
Vesting of these Restricted Shares is subject to the Board’s certification that the Company has achieved $1.0 billion in aggregate revenue by September 30, 2031. The shares may not be sold, transferred, pledged, or otherwise disposed of prior to vesting. However, grantees retain the right to vote the Restricted Shares prior to vesting.
As of the grant date, Dr. Saadi directly or indirectly owned 74.4% of the 15,736,540 shares of outstanding Common Stock, and Mr. Desai directly owned 6.3%.
The Restricted Shares are subject to forfeiture upon the occurrence of several events, including the failure to meet the Revenue Threshold, termination of service prior to vesting, or a Change in Control where the shares are not assumed. Additionally, forfeiture provisions apply if the grantee engages in Conduct Detrimental to the Company, such as serious misconduct, breach of obligations, or performance of service for a direct competitor.
