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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported):\nOctober 15, 2026

OCUGEN, INC.

(Exact Name of Registrant as Specified in its Charter)

\n \n \n \n \n \n \n \n \n \n \n \n \n

Delaware		001-36751		04-3522315
(State or Other Jurisdiction of \nIncorporation)		(Commission \nFile Number)		(IRS Employer \nIdentification No.)

11 Great Valley Parkway

Malvern, Pennsylvania 19355

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including\narea code (484) 328-4701

N/A

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

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

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

¨	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:

\n \n \n \n \n \n \n \n \n \n \n \n \n

Title of each class

Trading
\nSymbol(s)

Name of each exchange
\non which registered

Common Stock, $0.01 par value per share

OCGN

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

Indicate by check mark whether the registrant\nis 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\nSecurities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ¨

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

\n \n \n \n

Item 7.01

Regulation FD Disclosure.

Attached as Exhibit 99.1 and incorporated herein\nby reference is a presentation that Ocugen, Inc. (the “Company” or “Ocugen”) will post on its website on October\n15, 2026 and may use from time to time in presentations or discussions with investors, analysts, and other parties.

The information disclosed under Item 7.01 of this\nCurrent Report on Form 8-K (the “Report”), including Exhibit 99.1, is being furnished and shall not be deemed “filed”\nfor purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the \"Exchange Act\"), or otherwise subject to\nthe liabilities of that section, and shall not be deemed to be incorporated by reference in any Company filing under the Securities Act\nof 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

\n \n \n \n

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

\n \n \n \n \n \n \n \n \n \n \n \n \n

Exhibit \nNo.		Document
99.1		Ocugen, Inc. Presentation, October 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities\nExchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly\nauthorized.

Date: October 15, 2026

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	OCUGEN, INC.

	By:	/s/ Shankar Musunuri
		Name: Shankar Musunuri
		Title: Chairman, Chief Executive Officer, & Co-Founder

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