8-K current report · filed Feb 25, 2026

Tevogen Bio Holdings Inc. (TVGN) 8-K Current Report: February 25, 2026

Item 5.02Item 5.07TVGN overview

Short answer

Tevogen Bio Holdings Inc. (TVGN) filed an 8-K current report with the SEC on February 25, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.07 (Submission of Matters to a Vote of Security Holders). Special Meeting held Feb 19, 2026: filing appears truncated, full officer change details not captured in provided text.

Tevogen Bio Holdings Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Special Meeting held Feb 19, 2026: filing appears truncated, full officer change details not captured in provided text
  • Item 5.02 signals a material leadership change (departure, appointment, or compensation update): full exhibit review required for specifics

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • Reverse split ratio approved: 1:25 to 1:85, exact ratio and timing at Board's sole discretion; significant dilution risk reduction but share count compression pending
  • Reverse split passed with 176.3M votes for vs. 6.0M against (~96.7% approval) out of 182.4M shares present
  • Equity plan amendment (2024 Plan Amendment) also approved: 147.8M for vs. 4.7M against; expands share-based compensation capacity
  • Record date shares outstanding: 201.5M, post-split share count could range from ~2.4M (1:85) to ~8.1M (1:25) depending on Board decision
  • Board retains full discretion on timing and exact ratio; split not yet enacted: watch for follow-on 8-K triggering actual execution

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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