0001062993-24-003494.txt : 20240216
0001062993-24-003494.hdr.sgml : 20240216
20240216172808
ACCESSION NUMBER: 0001062993-24-003494
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240214
FILED AS OF DATE: 20240216
DATE AS OF CHANGE: 20240216
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Saadi Ryan H.
CENTRAL INDEX KEY: 0002011728
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41002
FILM NUMBER: 24649715
MAIL ADDRESS:
STREET 1: C/O TEVOGEN BIO HOLDINGS INC.
STREET 2: 15 INDEPENDENCE BOULEVARD
CITY: WARREN
STATE: NJ
ZIP: 07059
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Tevogen Bio Holdings Inc.
CENTRAL INDEX KEY: 0001860871
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 981597194
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 15 INDEPENDENCE BOULEVARD, SUITE 410
CITY: WARREN
STATE: NJ
ZIP: 07059
BUSINESS PHONE: 646-807-8832
MAIL ADDRESS:
STREET 1: 15 INDEPENDENCE BOULEVARD, SUITE 410
CITY: WARREN
STATE: NJ
ZIP: 07059
FORMER COMPANY:
FORMER CONFORMED NAME: Semper Paratus Acquisition Corp
DATE OF NAME CHANGE: 20210505
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0508
4
2024-02-14
0001860871
Tevogen Bio Holdings Inc.
TVGN
0002011728
Saadi Ryan H.
C/O TEVOGEN BIO HOLDINGS INC.
15 INDEPENDENCE BLVD, STE 410
WARREN
NJ
07059
1
1
1
0
Chief Executive Officer
0
Common Stock
2024-02-14
4
A
0
98901098
A
98901098
D
Common Stock
2024-02-14
4
A
0
19348954
0
A
118250052
D
Common Stock
2024-02-14
4
A
0
193923
A
193923
I
By wife
On February 14, 2024 (the "Effective Date"), pursuant to that certain Agreement and Plan of Merger, dated as of June 28, 2023, by and among the Issuer, Semper Merger Sub, Inc., and Tevogen Bio Inc ("Tevogen"), each issued and outstanding share of common stock of Tevogen ("Tevogen common stock") was automatically cancelled and converted into approximately 4.8481 (the "Exchange Ratio") shares of the common stock of the Issuer.
Represents an award of restricted stock units ("RSUs") on the Effective Date, which vested immediately upon grant into shares of restricted stock.
On the Effective Date, each RSU with respect to shares of Tevogen common stock (each a "Tevogen RSU") that was then unvested was automatically canceled and converted into an award under the Tevogen Bio Holdings Inc. 2024 Omnibus Incentive Plan with respect to a number of RSUs to be settled in the common stock of the Issuer equal to the product, rounded up to the nearest whole number, of (i) the number of shares of Tevogen common stock subject to the Tevogen RSU as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio.
/s/ Kirti Desai, Attorney-in-Fact
2024-02-16