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    Tevogen Bio Holdings Inc. filed SEC Form 8-K: Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

    1/28/25 4:51:45 PM ET
    $TVGN
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $TVGN alert in real time by email
    false 0001860871 0001860871 2025-01-28 2025-01-28 0001860871 TVGN:CommonStockParValue0.0001PerShareMember 2025-01-28 2025-01-28 0001860871 TVGN:WarrantsEachExercisableForOneShareOfCommonStockFor11.50PerShareMember 2025-01-28 2025-01-28 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    FORM 8-K

     

    CURRENT REPORT

    Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

     

    Date of Report (Date of earliest event reported): January 28, 2025

     

     

     

    Tevogen Bio Holdings Inc.

    (Exact name of registrant as specified in its charter)

     

     

     

    Delaware   001-41002   98-1597194

    (State or other jurisdiction

    of incorporation)

     

    (Commission

    File Number)

     

    (IRS Employer

    Identification No.)

     

    15 Independence Boulevard, Suite #410    
    Warren, New Jersey   07059
    (Address of principal executive offices)   (Zip Code)

     

    Registrant’s telephone number, including area code: (877) 838-6436

     

    Not Applicable

    (Former name or former address, if changed since last report)

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Common Stock, par value $0.0001 per share   TVGN   The Nasdaq Stock Market LLC
    Warrants, each exercisable for one share of Common Stock for $11.50 per share  

    TVGNW

      The Nasdaq Stock Market LLC

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ☒

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

     

    Item 7.01 Regulation FD Disclosure.

     

    On January 28, 2025, Tevogen Bio Holdings Inc. (the “Company”) issued a press release announcing that it had received the grant described in Item 8.01 below. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

     

    Item 8.01 Other Events.

     

    On January 28, 2025, the Company announced that it had received a grant of $2,000,000 from KRHP LLC, a New Jersey limited liability company, to further the Company’s development of off-the-shelf, genetically unmodified precision T cell therapeutics to treat infectious diseases and cancers. KRHP is affiliated with the spouse of Dr. Manmohan Patel, an existing investor in the Company and beneficial owner of more than 5% of the Company’s common stock, par value $0.0001 per share.

     

    Item 9.01 Financial Statements and Exhibits

     

    (d) Exhibits.

     

    Exhibit  

    Description

    99.1   Press Release, dated January 28, 2025
    104.1   Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

    2

     

     

    SIGNATURE

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

      Tevogen Bio Holdings Inc.
         
    Date: January 28, 2025 By: /s/ Ryan Saadi
      Name: Ryan Saadi
      Title: Chief Executive Officer

     

    3

     

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