Ocugen, Inc. — Director's Dealing 2021

Dec 18, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ocugen, Inc. (OCGN)
CIK: 0001372299
Period of Report: 2021-12-16

Reporting Person: Potti Manish (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-16	Common Stock	M	13500	$.51	Acquired	13500	Direct
2021-12-16	Common Stock	M	31500	$1.83	Acquired	45000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-16	Option (Right to Buy)	$5.02	A	16335	Acquired	2031-12-16	Common Stock (16335)	Direct
2021-12-16	Option (Right to Buy)	$.51	M	13500	Acquired	2030-01-02	Common Stock (13500)	Direct
2021-12-16	Option (Right to Buy)	$1.83	M	31500	Acquired	2031-01-01	Common Stock (31500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27695	Indirect

Footnotes

F1: The Reporting Person is a managing member of Scotland Parkway LLC and has voting and investment power over securities held by Scotland Parkway LLC.

F2: The option vests monthly in equal installments over three years commencing on January 16, 2022, subject to continued service with Ocugen, Inc. (the "Company") on the applicable vesting dates.

F3: The shares underlying the option exercised in this transaction were fully vested and exercisable. The remainder of the shares underlying the option shall continue to vest and become exercisable ratably on a monthly basis on the second day of each month through January 2, 2023, subject to the Reporting Person's continued service with the Company through each such date.

F4: The shares underlying the option exercised in this transaction were fully vested and exercisable. The remainder of the shares underlying the option shall continue to vest and become exercisable ratably on a monthly basis on the first day of each month through January 1, 2024, subject to the Reporting Person's continued service with the Company through each such date.