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SC 13D/A ·Filed Sep 16, 2026

TVGN

Tevogen Inc.
NEUTRAL
Impact 4/10
Horizonmonths Processed1mo ago SEC0001123292-26-001317
Activist stake amendment (position change)
Actionable Insight • Neutral

The restricted stock grant aligns the CEO with a very high revenue target ($1B by 2031), but the shares are non-tradeable and forfeitable. Monitor Tevogen's revenue trajectory and any future amendments to the vesting conditions. The 74.4% ownership figure includes restricted shares, so the freely tradeable float remains much smaller.

DirectionNeutral
Confidencehigh
Horizonmonths
Latest settled — T+20d ⚠ clustered
TVGN ▼ -8.17% at T+20d
NEUTRAL call -8.17% · α vs SPY -9.38% · entry $7.71 → $7.08
Next anchor: T+60d in 6w
Latest observation: T+26 -6.04% FF3 residual α
Entry = T+0 close
Sep 16, 2026
via day close
T+1d
+1.30%
call +1.30% · α +1.42%
$7.81
settled 6w ago
T+5d
+1.82%
call +1.82% · α +1.22%
$7.85
settled 5w ago
T+20d
-8.17%
call -8.17% · α -9.38%
$7.08
settled 13d ago
T+60d
Pending
in 6w

Price Chart

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Executive Summary

Ryan H. Saadi filed Amendment No. 4 to his Schedule 13D, disclosing receipt of 8,000,000 restricted shares of Tevogen common stock on September 14, 2026, under the company's 2024 Omnibus Incentive Plan. The restricted shares vest only if Tevogen achieves $1.0 billion in aggregate revenue by September 30, 2031, and are forfeited if the target is not met. This grant increases Saadi's beneficial ownership to approximately 74.4% of outstanding shares (based on 15,736,540 shares outstanding as of September 14, 2026), but the shares are restricted and subject to forfeiture, so the economic stake is contingent on a very high revenue milestone.

Key Financial Metrics

Stake
74.4%
Investor
Ryan H. Saadi

Key Facts

  • Ryan H. Saadi received 8,000,000 restricted shares of Tevogen common stock on September 14, 2026.
  • The restricted shares vest only upon written certification by the Board that Tevogen achieved $1.0 billion in aggregate revenue by September 30, 2031.
  • Saadi's beneficial ownership increased to 74.4% of 15,736,540 shares outstanding as of September 14, 2026.
  • The restricted shares are subject to forfeiture if the revenue target is not met, upon termination of service, misconduct, or attempted transfer.
  • The grant was made under Tevogen Inc. 2024 Omnibus Incentive Plan.

Financial Impact

8,000,000 restricted shares granted to CEO; vesting contingent on $1.0 billion aggregate revenue by September 30, 2031. No immediate financial impact.

share countbeneficial ownership percentage

Risk Factors

  • The $1.0 billion revenue target is extremely ambitious for a pre-revenue biotech; failure to achieve it results in forfeiture of all 8 million shares.
  • The restricted shares are subject to forfeiture upon termination of service, misconduct, or competitive activities.
  • The large ownership concentration (74.4%) may deter other investors and limit liquidity.

Investment Themes

Documents Analyzed

This report is based on 3 SEC documents filed with EDGAR.

DocumentAccession Number
SC 13D/A Filing (Primary)0001123292-26-001317
Document: 0001123292-26-001317-index.html0001123292-26-001317
Document: 0001123292-26-001317.txt0001123292-26-001317
12 reports for TVGN
Performance horizon

Track record builds as more directional reports settle.

Filters
Rows
Reports for TVGN — sortable, filterable
TypeNow
Sep 30, 2026
26d ago
8-K
NEUTRAL ★ 4/10
$6.72awaiting T+60—$6.25 (−6.99%)
Sep 16, 2026
5w ago
SC 13D/A
NEUTRAL ★ 4/10
$7.71awaiting T+60—$6.25 (−18.94%)
Sep 16, 2026
5w ago
SC 13D/A
NEUTRAL ★ 3/10
$7.71awaiting T+60—$6.25 (−18.94%)
Sep 16, 2026
5w ago
8-K
NEUTRAL ★ 3/10
$7.71awaiting T+60—$6.25 (−18.94%)
Jun 26, 2026
17w ago
EFFECT
BEARISH ★ 5/10
$7.00 $7.43▼ −6.14%▼ −1.66%$6.25 (+10.71%)
Jun 12, 2026
19w ago
S-3
BEARISH ★ 5/10
$10.02 $7.34▲ +26.75%▲ +27.75%$6.25 (+37.62%)
Jun 9, 2026
19w ago
Press Release
NEUTRAL ★ 5/10
$10.75 $7.17▼ −33.30%▼ −37.12%$6.25 (−41.86%)
May 28, 2026
21w ago
Press Release
NEUTRAL ★ 5/10
$8.04 $6.75▼ −16.04%▼ −17.78%$6.25 (−22.26%)
May 21, 2026
22w ago
Press Release
NEUTRAL ★ 4/10
$11.57 $6.58▼ −43.10%▼ −47.40%$6.25 (−45.96%)
Mar 25, 2026
30w ago
Press Release
NEUTRAL ★ 4/10
$5.18 $9.79▲ +88.90%▲ +75.44%$6.25 (+20.66%)
Showing 10 of 12

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Report published Sep 16, 2026