Ocugen, Inc. — Call Transcript 2026

Welcome to the 2026 Annual Meeting of Stockholders of Ocugen, Inc. Our host for today's call is Dr. Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of the company. At this time, all participants will be in a listen-only mode. I would now like to turn the call over to your host. Dr. Musunuri, you may begin. Good morning, everyone. I'd like to officially call the meeting to order and welcome all of you to the 2026 Annual Meeting of Stockholders of Ocugen, Inc. I'm Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of Ocugen, and I'll be presiding at this meeting. This annual meeting is being held virtually in an effort to make the meeting as accessible as possible to our stockholders. We believe this format enables maximum stockholder participation by offering our stockholders the same opportunities to participate as would be available at an in-person meeting, as well as increased accessibility. We appreciate your participation today. Before proceeding to the business of the meeting, I would like to introduce our directors and members of our management. In addition to myself, the following members of the board of directors and nominees are present. Uday B. Kompella, Chair of the Science and Technology Committee, Kirsten Castillo, Chair of the Nominating and Corporate Governance Committee, Junge Zhang, Blaise Coleman, Chair of the Audit Committee, and Satish Chandran, Chair of the Compensation Committee. Further, in addition to myself, Rita Johnson-Greene, our Chief Financial Officer, is also present. We will conduct the business of our annual meeting first, and upon adjournment, members of management will be available to answer questions. Also present today is Christopher Hodgson from PricewaterhouseCoopers, LLP, the company's independent registered public accounting firm. During the question and answer period at the end of the meeting, they will be available to answer questions concerning the company's financial statements. James J. Raitt from American Election Services, LLC, a representative of Broadridge Financial Solutions, Inc., will serve as the Independent Inspector of Election of this annual meeting. We have adopted an agenda that will govern the order of business and the rules of conduct for the meeting. Copies of the agenda and rules are available on the virtual meeting website. To conduct an orderly meeting, we ask that participants abide by these rules. If you are a stockholder and wish to ask a question, you can submit your name and question at any time on the virtual meeting website. As stated in the rules of conduct, we ask that you restrict your remarks to the items set forth on the meeting agenda. Thank you for your cooperation with these rules. The polls opened at the commencement of this meeting and will close after the presentation of our business matters. If you have already voted by proxy, there is no need to vote today unless you would like to change your vote. This meeting is held pursuant to the notice of annual meeting of stockholders mailed on or about April 28th, 2026, to each record holder of a share of common stock of the company as of the close of business on April 20th, 2026. All stockholders of the record at the close of business on April 20th, 2026, are entitled to vote at the annual meeting. A list of holders of common stock entitled to vote at this meeting has been available at the company's headquarters for the past 10 days and is posted on the virtual meeting website for examination by any stockholder desiring to do so. All documents concerning the call and notice of this meeting are posted on the virtual meeting website and will be filed with the records of the meeting. The Inspector of Election has examined the proxies received and reports that the holders of one-third of the voting power of all outstanding shares of common stock entitled to vote at the meeting are present virtually via live webcast or represented by proxy. Therefore, I declare a quorum present. On behalf of the board of directors, I'd like to express my appreciation to all stockholders who returned their proxies. The first matter to be acted upon by the stockholders is Item 1, the election of two Class III directors, each to serve a three-year term until the 2029 annual meeting of stockholders, or until his or her successor is duly elected and qualified, or upon their earlier death, resignation, retirement, disqualification, or other removal. The board has nominated Kirsten Castillo, MBA, and Satish Chandran, PhD, for election as Class III directors. Item 2, the ratification of the appointment of PricewaterhouseCoopers, LLP as the company's independent registered public accounting firm for fiscal year ending December 31st, 2026. Item three is the approval on a non-binding advisory basis of the compensation of our named executive officers. Item four is the approval on a non-binding advisory basis of the preferred frequency with which future advisory votes on the compensation of our named executive officers should be held. The discussion of the matters for stockholder consideration is now closed, and I hereby declare the polls closed. The Inspector of Election will count the votes. A preliminary report of the Inspector of Election reflects that each nominee for the Class III director was elected to serve a three-year term until the 2029 Annual Meeting of Stockholders, until his or her successor is duly elected and qualified, or upon their earlier death, resignation, retirement, disqualification, or other removal. The appointment of PricewaterhouseCoopers, LLP as our independent registered accounting firm for the 2026 fiscal year was ratified. The compensation of our named executive officers was approved on a non-binding advisory basis. The one-year frequency with which future advisory votes on the compensation of our named executive officers should be held was approved on a non-binding advisory basis. Thank you for your support. We'll report the final results of this meeting in an upcoming current report on Form 8-K. Thank you for attending today's meeting. The meeting is adjourned. We'll now open the meeting for a brief question and answer period. As a reminder, the questions should be specific to the current business agenda. As there are no further questions, I want to thank you again for attending today's meeting. Thank you for attending today's call. The lines are now closed.

Speaker 1: Welcome to the 2026 Annual Meeting of Stockholders of Ocugen, Inc. Our host for today's call is Dr. Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of the company. At this time, all participants will be in a listen-only mode. I would now like to turn the call over to your host. Dr. Musunuri, you may begin. Welcome to the 2026 Annual Meeting of Stockholders of Ocugen, Inc. Our host for today's call is Dr. Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of the company. welcome to the 2026 annual meeting of stockholders of ocugen inc our host for today's call is dr shankar musunuri chairman chief executive officer and co-founder of the company At this time, all participants will be in a listen-only mode. at this time all participants will be in a listen-only mode I would now like to turn the call over to your host. i would now like to turn the call over to your host Dr. Musunuri, you may begin. dr musunuri you may begin

Speaker 2: Good morning, everyone. I'd like to officially call the meeting to order and welcome all of you to the 2026 Annual Meeting of Stockholders of Ocugen, Inc. I'm Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of Ocugen, and I'll be presiding at this meeting. This annual meeting is being held virtually in an effort to make the meeting as accessible as possible to our stockholders. We believe this format enables maximum stockholder participation by offering our stockholders the same opportunities to participate as would be available at an in-person meeting, as well as increased accessibility. We appreciate your participation today. Before proceeding to the business of the meeting, I would like to introduce our directors and members of our management. In addition to myself, the following members of the board of directors and nominees are present. Good morning, everyone. good morning everyone I'd like to officially call the meeting to order and welcome all of you to the 2026 Annual Meeting of Stockholders of Ocugen, Inc. I'm Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of Ocugen, and I'll be presiding at this meeting. i'd like to officially call the meeting to order and welcome all of you to the 2026 annual meeting of stockholders of ocugen inc i'm shankar musunuri chairman chief executive officer and co-founder of ocugen and i'll be presiding at this meeting This annual meeting is being held virtually in an effort to make the meeting as accessible as possible to our stockholders. this annual meeting is being held virtually in an effort to make the meeting as accessible as possible to our stockholders We believe this format enables maximum stockholder participation by offering our stockholders the same opportunities to participate as would be available at an in-person meeting, as well as increased accessibility. we believe this format enables maximum stockholder participation by offering our stockholders the same opportunities to participate as would be available at an in-person meeting as well as increased accessibility We appreciate your participation today. we appreciate your participation today Before proceeding to the business of the meeting, I would like to introduce our directors and members of our management. before proceeding to the business of the meeting i would like to introduce our directors and members of our management In addition to myself, the following members of the board of directors and nominees are present. in addition to myself the following members of the board of directors and nominees are present Uday B. Kompella, Chair of the Science and Technology Committee, Kirsten Castillo, Chair of the Nominating and Corporate Governance Committee, Junge Zhang, Blaise Coleman, Chair of the Audit Committee, and Satish Chandran, Chair of the Compensation Committee. Further, in addition to myself, Rita Johnson-Greene, our Chief Financial Officer, is also present. We will conduct the business of our annual meeting first, and upon adjournment, members of management will be available to answer questions. Also present today is Christopher Hodgson from PricewaterhouseCoopers, LLP, the company's independent registered public accounting firm. During the question and answer period at the end of the meeting, they will be available to answer questions concerning the company's financial statements. James J. Raitt from American Election Services, LLC, a representative of Broadridge Financial Solutions, Inc., will serve as the Independent Inspector of Election of this annual meeting. Uday B. uday b Kompella, Chair of the Science and Technology Committee, Kirsten Castillo, Chair of the Nominating and Corporate Governance Committee, Junge Zhang, Blaise Coleman, Chair of the Audit Committee, and Satish Chandran, Chair of the Compensation Committee. kompella chair of the science and technology committee kirsten castillo chair of the nominating and corporate governance committee junge zhang blaise coleman chair of the audit committee and satish chandran chair of the compensation committee Further, in addition to myself, Rita Johnson-Greene, our Chief Financial Officer, is also present. further in addition to myself rita johnson-greene our chief financial officer is also present We will conduct the business of our annual meeting first, and upon adjournment, members of management will be available to answer questions. we will conduct the business of our annual meeting first and upon adjournment members of management will be available to answer questions Also present today is Christopher Hodgson from PricewaterhouseCoopers, LLP, the company's independent registered public accounting firm. also present today is christopher hodgson from pricewaterhousecoopers llp the company's independent registered public accounting firm During the question and answer period at the end of the meeting, they will be available to answer questions concerning the company's financial statements. during the question and answer period at the end of the meeting they will be available to answer questions concerning the company's financial statements James J. james j Raitt from American Election Services, LLC, a representative of Broadridge Financial Solutions, Inc., will serve as the Independent Inspector of Election of this annual meeting. raitt from american election services llc a representative of broadridge financial solutions inc will serve as the independent inspector of election of this annual meeting We have adopted an agenda that will govern the order of business and the rules of conduct for the meeting. Copies of the agenda and rules are available on the virtual meeting website. To conduct an orderly meeting, we ask that participants abide by these rules. If you are a stockholder and wish to ask a question, you can submit your name and question at any time on the virtual meeting website. As stated in the rules of conduct, we ask that you restrict your remarks to the items set forth on the meeting agenda. Thank you for your cooperation with these rules. The polls opened at the commencement of this meeting and will close after the presentation of our business matters. If you have already voted by proxy, there is no need to vote today unless you would like to change your vote. We have adopted an agenda that will govern the order of business and the rules of conduct for the meeting. we have adopted an agenda that will govern the order of business and the rules of conduct for the meeting Copies of the agenda and rules are available on the virtual meeting website. copies of the agenda and rules are available on the virtual meeting website To conduct an orderly meeting, we ask that participants abide by these rules. to conduct an orderly meeting we ask that participants abide by these rules If you are a stockholder and wish to ask a question, you can submit your name and question at any time on the virtual meeting website. if you are a stockholder and wish to ask a question you can submit your name and question at any time on the virtual meeting website As stated in the rules of conduct, we ask that you restrict your remarks to the items set forth on the meeting agenda. as stated in the rules of conduct we ask that you restrict your remarks to the items set forth on the meeting agenda Thank you for your cooperation with these rules. thank you for your cooperation with these rules The polls opened at the commencement of this meeting and will close after the presentation of our business matters. the polls opened at the commencement of this meeting and will close after the presentation of our business matters If you have already voted by proxy, there is no need to vote today unless you would like to change your vote. if you have already voted by proxy there is no need to vote today unless you would like to change your vote This meeting is held pursuant to the notice of annual meeting of stockholders mailed on or about April 28th, 2026, to each record holder of a share of common stock of the company as of the close of business on April 20th, 2026. All stockholders of the record at the close of business on April 20th, 2026, are entitled to vote at the annual meeting. A list of holders of common stock entitled to vote at this meeting has been available at the company's headquarters for the past 10 days and is posted on the virtual meeting website for examination by any stockholder desiring to do so. All documents concerning the call and notice of this meeting are posted on the virtual meeting website and will be filed with the records of the meeting. This meeting is held pursuant to the notice of annual meeting of stockholders mailed on or about April 28th, 2026, to each record holder of a share of common stock of the company as of the close of business on April 20th, 2026. this meeting is held pursuant to the notice of annual meeting of stockholders mailed on or about april 28th 2026 to each record holder of a share of common stock of the company as of the close of business on april 20th 2026 All stockholders of the record at the close of business on April 20th, 2026, are entitled to vote at the annual meeting. all stockholders of the record at the close of business on april 20th 2026 are entitled to vote at the annual meeting A list of holders of common stock entitled to vote at this meeting has been available at the company's headquarters for the past 10 days and is posted on the virtual meeting website for examination by any stockholder desiring to do so. a list of holders of common stock entitled to vote at this meeting has been available at the company's headquarters for the past 10 days and is posted on the virtual meeting website for examination by any stockholder desiring to do so All documents concerning the call and notice of this meeting are posted on the virtual meeting website and will be filed with the records of the meeting. all documents concerning the call and notice of this meeting are posted on the virtual meeting website and will be filed with the records of the meeting The Inspector of Election has examined the proxies received and reports that the holders of one-third of the voting power of all outstanding shares of common stock entitled to vote at the meeting are present virtually via live webcast or represented by proxy. Therefore, I declare a quorum present. On behalf of the board of directors, I'd like to express my appreciation to all stockholders who returned their proxies. The first matter to be acted upon by the stockholders is Item 1, the election of two Class III directors, each to serve a three-year term until the 2029 annual meeting of stockholders, or until his or her successor is duly elected and qualified, or upon their earlier death, resignation, retirement, disqualification, or other removal. The board has nominated Kirsten Castillo, MBA, and Satish Chandran, PhD, for election as Class III directors. The Inspector of Election has examined the proxies received and reports that the holders of one-third of the voting power of all outstanding shares of common stock entitled to vote at the meeting are present virtually via live webcast or represented by proxy. the inspector of election has examined the proxies received and reports that the holders of one-third of the voting power of all outstanding shares of common stock entitled to vote at the meeting are present virtually via live webcast or represented by proxy Therefore, I declare a quorum present. therefore i declare a quorum present On behalf of the board of directors, I'd like to express my appreciation to all stockholders who returned their proxies. on behalf of the board of directors i'd like to express my appreciation to all stockholders who returned their proxies The first matter to be acted upon by the stockholders is Item 1, the election of two Class III directors, each to serve a three-year term until the 2029 annual meeting of stockholders, or until his or her successor is duly elected and qualified, or upon their earlier death, resignation, retirement, disqualification, or other removal. the first matter to be acted upon by the stockholders is item 1 the election of two class iii directors each to serve a three-year term until the 2029 annual meeting of stockholders or until his or her successor is duly elected and qualified or upon their earlier death resignation retirement disqualification or other removal The board has nominated Kirsten Castillo, MBA, and Satish Chandran, PhD, for election as Class III directors. the board has nominated kirsten castillo mba and satish chandran phd for election as class iii directors Item 2, the ratification of the appointment of PricewaterhouseCoopers, LLP as the company's independent registered public accounting firm for fiscal year ending December 31st, 2026. Item three is the approval on a non-binding advisory basis of the compensation of our named executive officers. Item four is the approval on a non-binding advisory basis of the preferred frequency with which future advisory votes on the compensation of our named executive officers should be held. The discussion of the matters for stockholder consideration is now closed, and I hereby declare the polls closed. The Inspector of Election will count the votes. A preliminary report of the Inspector of Election reflects that each nominee for the Class III director was elected to serve a three-year term until the 2029 Annual Meeting of Stockholders, until his or her successor is duly elected and qualified, or upon their earlier death, resignation, retirement, disqualification, or other removal. Item 2, the ratification of the appointment of PricewaterhouseCoopers, LLP as the company's independent registered public accounting firm for fiscal year ending December 31st, 2026. item 2 the ratification of the appointment of pricewaterhousecoopers llp as the company's independent registered public accounting firm for fiscal year ending december 31st 2026 Item three is the approval on a non-binding advisory basis of the compensation of our named executive officers. item three is the approval on a non-binding advisory basis of the compensation of our named executive officers Item four is the approval on a non-binding advisory basis of the preferred frequency with which future advisory votes on the compensation of our named executive officers should be held. item four is the approval on a non-binding advisory basis of the preferred frequency with which future advisory votes on the compensation of our named executive officers should be held The discussion of the matters for stockholder consideration is now closed, and I hereby declare the polls closed. the discussion of the matters for stockholder consideration is now closed and i hereby declare the polls closed The Inspector of Election will count the votes. the inspector of election will count the votes A preliminary report of the Inspector of Election reflects that each nominee for the Class III director was elected to serve a three-year term until the 2029 Annual Meeting of Stockholders, until his or her successor is duly elected and qualified, or upon their earlier death, resignation, retirement, disqualification, or other removal. a preliminary report of the inspector of election reflects that each nominee for the class iii director was elected to serve a three-year term until the 2029 annual meeting of stockholders until his or her successor is duly elected and qualified or upon their earlier death resignation retirement disqualification or other removal The appointment of PricewaterhouseCoopers, LLP as our independent registered accounting firm for the 2026 fiscal year was ratified. The compensation of our named executive officers was approved on a non-binding advisory basis. The one-year frequency with which future advisory votes on the compensation of our named executive officers should be held was approved on a non-binding advisory basis. Thank you for your support. We'll report the final results of this meeting in an upcoming current report on Form 8-K. Thank you for attending today's meeting. The meeting is adjourned. We'll now open the meeting for a brief question and answer period. As a reminder, the questions should be specific to the current business agenda. As there are no further questions, I want to thank you again for attending today's meeting. The appointment of PricewaterhouseCoopers, LLP as our independent registered accounting firm for the 2026 fiscal year was ratified. the appointment of pricewaterhousecoopers llp as our independent registered accounting firm for the 2026 fiscal year was ratified The compensation of our named executive officers was approved on a non-binding advisory basis. the compensation of our named executive officers was approved on a non-binding advisory basis The one-year frequency with which future advisory votes on the compensation of our named executive officers should be held was approved on a non-binding advisory basis. the one-year frequency with which future advisory votes on the compensation of our named executive officers should be held was approved on a non-binding advisory basis Thank you for your support. thank you for your support We'll report the final results of this meeting in an upcoming current report on Form 8-K. we'll report the final results of this meeting in an upcoming current report on form 8-k Thank you for attending today's meeting. thank you for attending today's meeting The meeting is adjourned. the meeting is adjourned We'll now open the meeting for a brief question and answer period. we'll now open the meeting for a brief question and answer period As a reminder, the questions should be specific to the current business agenda. as a reminder the questions should be specific to the current business agenda As there are no further questions, I want to thank you again for attending today's meeting. as there are no further questions i want to thank you again for attending today's meeting

Speaker 1: Thank you for attending today's call. The lines are now closed. Thank you for attending today's call. thank you for attending today's call The lines are now closed. the lines are now closed