{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-036775","form_type":"8-K","ticker":"OCGN","cik":"0001372299","company_name":"Ocugen, Inc.","filed_at":"2024-03-20T23:59:59+00:00","discovered_at":"2026-05-14T18:03:23.981547+00:00","generated_at":"2026-06-04T11:24:09.619106+00:00","sec_items":["5.02","5.03","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"Director Ramesh Kumar not standing for re-election; board reduces quorum to 1/3","bullets":["Ramesh Kumar, PhD, director since 2019, will not stand for re-election at 2024 Annual Meeting; no disagreement cited.","Board approved bylaw amendment reducing stockholder meeting quorum from majority to one-third of voting power.","Kumar's current term as Class I director expires at the 2024 Annual Meeting.","Bylaw amendment effective March 15, 2024; filed as Exhibit 3.1 with this 8-K."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-24-036775","json":"https://secwatch.observer/filing/0001104659-24-036775.json","markdown":"https://secwatch.observer/filing/0001104659-24-036775.md","text":"https://secwatch.observer/filing/0001104659-24-036775.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1372299/000110465924036775/0001104659-24-036775-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1372299/000110465924036775/tm249388d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-04T11:24:09.619106+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0f225ccff6","claim":"Ramesh Kumar departed as Director at Ocugen, Inc..","evidence_excerpt":"Ramesh Kumar, PhD, a member of the board of directors (the “Board of Directors”) since 2019 notified Ocugen, Inc. (the “Company”) that he will not stand for re-election as a director of the Company upon the expiration of his current term, which expires at the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”).","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1372299/000110465924036775/0001104659-24-036775-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"will not stand for re-election"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"32d4eea2f4600751b76bd0f2c0e3bcbee659b1f6","claim":"Ocugen, Inc.: Reduced the quorum requirement for stockholder meetings from a majority to one third of voting power (effective 2024-03-15).","evidence_excerpt":"On March 15, 2024, the Board of Directors of the Company approved an amendment (the “Bylaws Amendment”) to the Second Amended and Restated Bylaws of the Company (the “Bylaws”), effective immediately. The Bylaws Amendment amended Section 2.5 of ARTICLE II of the Bylaws to reduce the quorum requirement for all meetings of stockholders of the Company from a majority of the voting power of the outstanding shares of the Corporation entitled to vote generally in the election of directors to one third of the voting power of the outstanding shares of the Corporation entitled to vote generally in the election of directors.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1372299/000110465924036775/0001104659-24-036775-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2024-03-15"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}