Ocugen, Inc. filed Definitive Additional Materials on November 6, 2026, notifying stockholders that a previously adjourned special meeting will be reconvened virtually on December 22, 2026, to vote on a proposed 250,000,000-share increase to the company's authorized common stock.

Key Highlights

  • Meeting date: The adjourned special meeting will be reconvened as a fully virtual audio webcast on December 22, 2026, at 8:00 a.m. Eastern Time.
  • Sole proposal on the agenda: Stockholders will vote on Proposal 1, which seeks approval to amend Ocugen's Sixth Amended and Restated Certificate of Incorporation to increase authorized common stock by 250,000,000 shares.
  • Shares outstanding: As of the new record date of October 30, 2026, there were 339,306,603 shares of common stock issued and outstanding, according to the filing.
  • Board recommendation: The filing states the board unanimously recommends a vote "FOR" Proposal 1.
  • Adjournment history: The special meeting was originally convened September 21, 2026, then adjourned to October 5, 2026, and again to October 26, 2026, before being postponed to December 22, 2026.
  • Proxy deadline: The filing sets 11:59 p.m. Eastern Time on December 21, 2026, as the deadline for submitting a proxy vote by telephone or internet.

Ocugen's Extended Proxy Process for Authorized Share Amendment

Ocugen, a biopharmaceutical company incorporated in Delaware and listed on NASDAQ:OCGN, filed Definitive Additional Materials with the SEC to announce the postponement and reconvening of its special stockholder meeting. The filing, signed by Chairman, Chief Executive Officer, and Co-Founder Shankar Musunuri, Ph.D., MBA, was dated November 6, 2026, and relates to Proposal 1, which would amend the company's Sixth Amended and Restated Certificate of Incorporation to add 250,000,000 authorized shares of common stock.

According to the filing, the special meeting was first held virtually on September 21, 2026. At that session, stockholders approved an adjournment proposal to allow more time to gather proxies in support of Proposal 1. The meeting was then adjourned twice before being postponed to December 22, 2026. The new record date for voting eligibility was set at the close of business on October 30, 2026, at which time 339,306,603 shares of common stock were issued and outstanding, as disclosed in the filing.

The filing notes that stockholders who previously submitted proxies for the originally convened meeting and have not revoked them, and who are holders of record as of the new record date, will have their prior instructions carried forward. Stockholders may change or revoke a proxy before 11:59 p.m. Eastern Time on December 21, 2026, through several methods described in the filing. The reconvened special meeting will be conducted exclusively online, with attendance, voting, and question submission available through the virtual shareholder meeting platform. The original proxy statement, filed by Ocugen with the SEC on July 30, 2026, is incorporated into this notice by reference, with certain exceptions relating to record date and proxy granting procedures.

What Was Disclosed

Ocugen filed Definitive Additional Materials on November 6, 2026, disclosing that its special meeting of stockholders, repeatedly adjourned since September 21, 2026, will be reconvened on December 22, 2026, to vote on a proposed 250,000,000-share increase to authorized common stock, with 339,306,603 shares outstanding as of the October 30, 2026 record date.