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NET INCOME (LOSS) PER SHARE | 6 Months Ended
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Jun. 30, 2025
Earnings Per Share [Abstract] |
NET INCOME (LOSS) PER SHARE | NOTE 12. NET INCOME (LOSS) PER SHARE The below table is a reconciliation of net income (loss) attributable to common stockholders. Given the Company’s net loss, basic and diluted net loss per share for the periods ended June 30, 2025 are the same. SCHEDULE OF RECONCILIATION OF NET LOSS
|  | Three months ended June 30, 2025 |  |  | Six months ended June 30, 2025 |
Numerator: |  |  |  |  |  |  |  |
Net loss |  | $ | (5,503,979 | ) |  | $ | (15,871,040 | )
Series A cumulative preferred stock dividend |  |  | (24,931 | ) |  |  | (49,863 | )
Series C cumulative preferred stock dividend |  |  | (112,192 | ) |  |  | (224,384 | )
Net loss attributable to common stockholders, basic |  | $ | (5,641,102 | ) |  | $ | (16,145,287 | )
|  | Three months ended June 30, 2024 |  |  | Six months ended June 30, 2024 |
Numerator: |  |  |  |  |  |  |  |
Net (loss) income |  | $ | (9,663,447 | ) |  | $ | 1,601,395 |
Series A cumulative preferred stock dividend |  |  | (24,932 | ) |  |  | (26,301 | )
Series B repurchase |  |  | 3,613,000 |  |  |  | 3,613,000 |
Undistributed earnings allocated to participating securities |  |  | — |  |  |  | (143,187 | )
Net (loss) income attributable to common stockholders, basic |  | $ | (6,075,379 | ) |  | $ | 5,044,907 |
Denominator: |  |  |  |  |  |  |  |
Weighted average common stock outstanding, basic |  |  | 154,167,090 |  |  |  | 145,655,205 |
Net (loss) income per share attributable to common stockholders, basic |  | $ | (0.04 | ) |  | $ | 0.03 |
Weighted average common stock outstanding, basic |  |  | 154,167,090 |  |  |  | 145,655,205 |
Effect of potentially dilutive convertible promissory notes |  |  | — |  |  |  | 2,499,156 |
Total potentially dilutive securities |  |  | — |  |  |  | 2,499,156 |
Weighted average common stock outstanding, diluted |  |  | 154,167,090 |  |  |  | 148,154,361 |
Net loss per share attributable to common stockholders - basic and diluted |  | $ | (0.04 | ) |  | $ | (0.29 | )
TEVOGEN BIO HOLDINGS INC. NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS The Company excluded the following potential shares from the computation of diluted net loss per share because including them would have had an anti-dilutive effect: SCHEDULE OF ANTI-DILUTIVE NET LOSS PER SHARE
|  | June 30, |
|  | 2025 |  |  | 2024 |
Outstanding restricted stock units (a) |  |  | 3,562,440 |  |  |  | 3,725,766 |
Restricted Stock |  |  | 28,598,954 |  |  |  | 19,348,954 |
Public warrants |  |  | 17,386,580 |  |  |  | 17,249,978 |
Private warrants |  |  | 588,398 |  |  |  | 725,000 |
Earnout Shares |  |  | 24,500,000 |  |  |  | 24,500,000 |
Total |  |  | 74,636,372 |  |  |  | 65,549,698 |
(a) | As of June 30, 2025 there were an additional 216,398 RSUs that had vested but had not been legally settled into common stock and therefore were included in the basic net income per share.
The above table excludes any potentially anti-dilutive shares as a result of the $14 million Purchase Option and the Additional Amount Purchase Option (see Note 7). These are excluded as the number of shares issuable cannot be determined until the conditions for issuance are met and the share prices are known upon exercise.

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