UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 7, 2022, Ocugen, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) virtually. At the Annual Meeting, a total of 107,866,627 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), or 50.02% of the Common Stock outstanding as of April 20, 2022, the record date for the Annual Meeting, were represented virtually or by proxy.
The following is a brief description of the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting on June 7, 2022:
(a) Item 1 – Election of Two Class II Directors. The stockholders elected each director nominee to the Board of Directors to serve as a director until the 2025 Annual Meeting of Stockholders and until their respective successor, if any, is elected or appointed, or upon their earlier death, resignation, retirement, disqualification, or removal, as follows:
| Name | For | Withheld | Broker Non-Votes | |||||||||
| Uday B. Kompella, Ph.D. | 57,233,640 | 8,237,758 | 42,395,229 | |||||||||
| Marna C. Whittington, Ph.D. | 61,827,390 | 3,644,008 | 42,395,229 | |||||||||
(b) Item 2 – Ratification of Independent Registered Public Accountant. The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2022 fiscal year, as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 102,213,940 | 4,468,884 | 1,183,803 | — | |||||||||||
(c) Item 3 – Approval, on an advisory basis, of the compensation of the Company’s named executive officers. The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 49,150,676 | 14,207,226 | 2,113,496 | 42,395,229 | |||||||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 7, 2022
| OCUGEN, INC. | ||
| By: | /s/ Shankar Musunuri | |
| Name: Shankar Musunuri | ||
| Title: Chief Executive Officer and Chairman | ||