{"url_path":"/sec/lgvn/8-k/2026-07-08/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-08","source_url":"https://www.sec.gov/Archives/edgar/data/1721484/0001213900-26-076359-index.html","accession_number":"0001213900-26-076359","cik":"0001721484","ticker":"LGVN","issuer_name":"Longeveron Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1721484/0001213900-26-076359-index.html","primary_entity_key":"0001721484","primary_entity_name":"Longeveron Inc."},"word_count":322,"has_tables":true,"body_markdown":"****\n\n \n\n \n\n** **\n\n**Item 5.02. Departure\nof Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.**\n\n** **\n\n(e) On July 6, 2026 Longeveron,\nInc. (the “Company”) issued special equity awards (the “Awards”) to the Company’s Executive Chairman, pursuant\nto the Company’s current 2021 Incentive Award Plan, as amended and restated. The Awards, approved by the Company’s Compensation\nCommittee, are issued in recognition of the Executive Chairman’s significant role in completing the Company’s March 2026 financing\ntransaction (the “Financing Transaction”) and in consideration for his continued service with the Company.\n\n \n\nThe Awards consists of\n500,000 restricted stock units (“RSUs”) to acknowledge his role in the Financing Transaction; and an additional 100,000 RSUs\nand 400,000 non-qualified stock options (“Stock Options”) in consideration for his continued service. Each award, granted\nJuly 6, 2026, shall be subject to quarterly vesting over a three-year period commencing October 1, 2026, shall vest and automatically\nconvert into, in the case of RSUs, or become exercisable for, in the case of Stock Options, shares of the Company’s Class B Common\nStock, par value $0.001 per share (the “Class B Common Stock”), and were otherwise issued in accordance with the terms\nof the Company’s Fourth Amended and Restated 2021 Incentive Award Plan. The Company’s Class B Common Stock is identical\nin all respects to the Company’s Class A Common Stock, par value $0.001 per share (“Class A Common Stock”), other than\nwith respect to voting rights, for which the Class B Common Stock has five (5) votes per share. The Company’s Class B Common Stock\nis convertible at any time at the holder’s option into Class A Common Stock.\n\n \n\n1\n\n \n\n \n\n**SIGNATURE**\n\n \n\nPursuant to the requirements of the Securities\nExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n \n**LONGEVERON INC.**\n\n \n \n\nDate: July 8, 2026\n/s/ Stephen Willard\n\n \nName: \nStephen Willard\n\n \nTitle:\nChief Executive Officer\n\n \n\n2"}