Ocugen, Inc. — Proxy Solicitation & Information Statement 2022

May 13, 2022

DEFA14A 1 tm2215277d1_defa14a.htm DEFA14A

Field: Rule-Page

Field: /Rule-Page

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

x	Filed by the Registrant
¨	Filed by a Party other than the Registrant
Check the appropriate box:
¨	Preliminary Proxy Statement
¨	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨	Definitive Proxy Statement
x	Definitive Additional Materials
¨	Soliciting Material under §240.14a-12

OCUGEN, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):
x	No fee required
¨	Fee paid previously with preliminary materials
¨	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Field: Rule-Page

Field: /Rule-Page

Field: Page; Sequence: 1

Field: /Page

May 13, 2022

Dear Stockholder:

We have previously sent you proxy material for the Annual Meeting of Ocugen, Inc. stockholders taking place on June 7, 2022. Your Board of Directors unanimously recommends that stockholders vote “FOR ALL” directors nominated for election to the Board and “FOR” the other two agenda items.

Your vote is important , no matter how many or how few shares you may own. If you have not already done so, please vote TODAY via the Internet, by telephone or by returning the enclosed proxy card in the postage-paid envelope provided.

Sincerely,

Shankar Musunuri

Chairman of the Board and Chief Executive Officer

REMEMBER:
You can vote your shares via the
Internet or by telephone following the instructions set forth on the enclosed proxy card.
If
you have any questions, or need assistance in voting
your
shares, please call our proxy solicitor:
INNISFREE M&A INCORPORATED
TOLL-FREE, at 1-877-750-8315.

Field: Page; Sequence: 2; Options: Last

Field: /Page