{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-24-010806","form_type":"8-K","ticker":"TVGN","cik":"0001860871","company_name":"Tevogen Bio Holdings Inc.","filed_at":"2024-03-21T23:59:59+00:00","discovered_at":"2026-05-14T18:03:26.125108+00:00","generated_at":"2026-06-04T10:27:46.109923+00:00","sec_items":["5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Tevogen Bio issues Series A and Series B Preferred Stock to raise $8M and settle ~$3.6M liabilities","bullets":["Created Series A Preferred Stock sold to Dr. Manmohan Patel for $8M ($4,000 per share), cumulative 5% annual dividend rising 2% yearly.","Series A holders can convert to common stock at any time; company can call at $4,000/share if VWAP >$5.00 for 20 days.","Series B Preferred Stock issued to Sponsor for assuming ~$3.6M in liabilities; quarterly dividend starts at 3.25% per quarter, increasing monthly up to 7.5%.","Series A ranks senior to all common and Series B; Series B ranks junior to Series A but senior to common stock.","Both series have no maturity, no sinking fund, no voting rights (except as required by law or specified)."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-24-010806","json":"https://secwatch.observer/filing/0001493152-24-010806.json","markdown":"https://secwatch.observer/filing/0001493152-24-010806.md","text":"https://secwatch.observer/filing/0001493152-24-010806.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1860871/000149315224010806/0001493152-24-010806-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1860871/000149315224010806/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-04T10:27:46.109923+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":"1e2ee57963ae35bcec7702a61872c2371c3b6613","claim":"Tevogen Bio Holdings Inc.: Created Series B Preferred Stock and established its rights, preferences and terms (effective 2024-03-15).","evidence_excerpt":"On March 15, 2024, the Company filed the Certificate of Designation of Series B Preferred Stock (the “Series B Certificate of Designation”) with the Delaware Secretary of State, creating the Series B Preferred Stock and establishing the rights, preferences and other terms of the Series B Preferred Stock, and issuing the Series B Preferred Stock.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1860871/000149315224010806/0001493152-24-010806-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2024-03-15"}],"fact_type":"governance_change"},{"claim_id":"e0009e4f3806a267ee5efb7640b021e006d76072","claim":"Tevogen Bio Holdings Inc.: Created Series A Preferred Stock and established its rights, preferences and terms (effective 2024-03-15).","evidence_excerpt":"On March 15, 2024, the Company filed the Certificate of Designation of Series A Preferred Stock (the “Series A Certificate of Designation”) with the Delaware Secretary of State, creating the Series A Preferred Stock and establishing the rights, preferences and other terms of the Series A Preferred Stock, and issued the Series A Preferred Stock.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1860871/000149315224010806/0001493152-24-010806-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter 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"}