Compugen (Nasdaq: CGEN) swings to 2025 profit, extends cash runway to 2029

Rhea-AI Filing Summary

Compugen Ltd. reported a sharp turnaround in 2025, moving to net profit and strengthening its balance sheet. For the year ended December 31, 2025, revenue was approximately $72.8 million, up from about $27.9 million in 2024, driven mainly by a $65 million upfront payment from AstraZeneca and payments from a license agreement with Gilead.

The company posted net profit of approximately $35.3 million in 2025, compared with a net loss of about $14.2 million a year earlier. As of December 31, 2025, cash, cash equivalents, short-term deposits and marketable securities totaled roughly $145.6 million, and the company stated it expects this to fund operations into 2029, with no debt.

Management highlighted progress in its immuno-oncology pipeline, including new trials for COM701 in ovarian cancer (MAIA-ovarian) and Phase 1 development of GS-0321 licensed to Gilead, alongside AstraZeneca’s advancement of rilvegostomig in multiple Phase 3 cancer trials.

Insights

Biopharma equity analyst

Non-dilutive AstraZeneca deal drives profit, extends cash runway to 2029.

Compugen delivered a major inflection in 2025, with revenue of $72.8M versus $27.9M in 2024 and net profit of $35.3M after a prior-year loss. The royalty monetization with AstraZeneca provided a $65M upfront that dominates this step-up.

Cash, cash equivalents, deposits and marketable securities reached about $145.6M as of December 31, 2025, and the company states this should fund operating plans into 2029, with no debt. Core R&D and G&A spending were modestly lower year over year, indicating some cost discipline while advancing new trials.

Future performance will depend on continued clinical progress for COM701, COM902, rilvegostomig and GS-0321, as well as realizing up to $1B in potential milestones and future royalties under the AstraZeneca and Gilead partnerships. Subsequent filings may provide more detail on milestone timing and study readouts, including the planned interim MAIA-ovarian analysis in Q1 2027.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2026

Commission File Number 000-30902

COMPUGEN LTD.

(Translation of registrant’s name into English)

26 Harokmim Street

Holon 5885849, Israel

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40‑F:

Form 20-F ☒  Form 40-F ☐ 

Compugen Ltd.

On March 2, 2026, Compugen Ltd. (the “Company”) issued a press release reporting the Company’s fourth quarter and full year 2025 results (the “Press Release”), a copy of which is furnished as Exhibit 99.1 to this Report on Form 6-K.

Exhibit
Number	Description of Exhibit
99.1	Press Release dated March 2, 2026 – “Compugen Reports Fourth Quarter and Full Year 2025 Results”

Signatures

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 thereunto duly authorized.

	COMPUGEN LTD.
Date: March 2, 2026	By:	/s/ Eran Ben Dor
		Eran Ben Dor
		General Counsel

Exhibit 99.1

Compugen Reports Fourth Quarter and Full Year 2025 Results

• Strengthened financial position through a non-dilutive transaction with AstraZeneca, monetizing a small portion of rilvegostomig royalties and extending expected cash runway into 2029

• Enhanced leadership team with Dr. Eran Ophir appointed President and CEO and Dr. Anat Cohen-Dayag transitioned to Executive Chair

• Advanced clinical execution, including initiation of trials for wholly owned COM701 (MAIA-ovarian) and Gilead partnered GS-0321 and expansion of the Company’s global clinical trial footprint

• Presented clinical updates for COM701 and GS-0321 at ESMO and SITC 2025, respectively

• On track to have MAIA-ovarian interim analysis in Q1 2027

• Partner AstraZeneca reported promising Phase 2 rilvegostomig data at ESMO 2025, with 10 ongoing Phase 3 clinical trials, and anticipates further Phase 1/2 clinical trial data with rilvegostomig in 2026

HOLON, ISRAEL, March 2, 2026 - Compugen Ltd. (Nasdaq: CGEN) (TASE: CGEN) a clinical-stage cancer immunotherapy company and a pioneer in computational target discovery powered by AI/ML, today reported financial results for the fourth quarter and full year 2025 and provided a corporate update.

“We delivered important progress in 2025, highlighted by the extension of our cash runway into 2029 through a non-dilutive monetization agreement with AstraZeneca for rilvegostomig,” said Eran Ophir, Ph.D., President and CEO of Compugen. “This strategic transaction strengthens our cash position while preserving the potential for significant long-term value of a multi-billion-dollar asset being advanced by AstraZeneca across 10 Phase 3 clinical trials in lung, gastrointestinal and endometrial cancers with further clinical data anticipated from Phase 1/2 clinical trials in 2026.”

Dr. Ophir continued, “Across our pipeline, we continue to execute with discipline. In 2025, we initiated dosing in new clinical trials of COM701 MAIA-ovarian and of GS-0321 Phase 1 and expanded our clinical footprint across the U.S., Israel and France in the MAIA-ovarian clinical trial. At ESMO 2025, we presented pooled COM701 data from 3 platinum resistant ovarian cancer trials that we believe support the rationale for our MAIA-ovarian trial, evaluating COM701 as maintenance therapy in platinum sensitive ovarian cancer in a setting of significant unmet medical need with no current standard of care. We are on track to have interim analysis in Q1 2027. In parallel, we are advancing our Phase 1 trial of GS-0321, an anti-IL18BP antibody licensed to Gilead which utilizes a differentiated cytokine-based approach. Additionally, we continue to invest in multiple early-stage discovery programs, advancing potential breakthrough drug candidates against undisclosed drug targets.”

Dr. Ophir concluded, “We enter 2026 uniquely positioned with a strengthened balance sheet, a validated computational AI/ML discovery engine, a clinical pipeline built on differentiated innovative biology, enhanced leadership and two validating partnerships with AstraZeneca and Gilead representing up to $1 billion in potential milestone payments in addition to future royalties. I am incredibly proud of what our team has delivered and excited for what lies ahead.”

Fourth Quarter and Full Year 2025 Financial Highlights

Cash: As of December 31, 2025, Compugen had approximately $145.6 million in cash, cash equivalents, short-term bank deposits and investment in marketable securities. The cash balance at the end of 2025 includes the receipt of the upfront payment of $65 million from AstraZeneca for the monetization of a small portion of rilvegostomig royalties.

Key Highlights from Royalty Monetization Deal with AstraZeneca:

• $65 million upfront payment and $25 million added to the next potential milestone payment upon BLA acceptance, for a small portion of Compugen’s existing royalty interest in rilvegostomig

• Compugen retains the majority of its future royalties and remains eligible for tiered royalties of up to mid-single digits on future sales and potential future regulatory and commercial milestones of up to $195 million (amount includes the $25 million stated above)

Compugen currently expects that its current cash balances will be sufficient to fund its operating plans into 2029. The Company has no debt.

Revenues: Compugen reported approximately $67.3 million in revenues for the fourth quarter of 2025 and approximately $72.8 million in revenues for the year ended December 31, 2025, compared to approximately $1.5 million in revenues for the fourth quarter of 2024 and approximately $27.9 million in revenues for the year ended December 31, 2024. The revenues for 2025 include the upfront payment of $65 million from AstraZeneca and the portion of the upfront payment and the IND milestone payment from the license agreement with Gilead, while the revenues for 2024 reflect the portion of the upfront payment and the IND milestone payment from the license agreement with Gilead and the $5 million clinical milestone payment from AstraZeneca.

Cost of Revenues for the fourth quarter and year ended December 31, 2025, were approximately $3.5 million and $9.3 million, respectively, compared with approximately $0.7 million and $7.9 million for the respective comparable periods in 2024. Cost of revenues for 2025 represents the cost of Phase 1 activities related to the license agreement with Gilead and royalties to the Israeli Innovation Authority (IIA) in connection with Compugen’s revenues from AstraZeneca, while cost of revenues for 2024 represents the cost of IND and Phase 1 activities related to the license agreement with Gilead and royalties to the IIA in connection with Compugen’s revenues from AstraZeneca, offset by royalty reversal in 2024 due to exemption received from the Israeli Innovation Authority from the requirement to pay royalties on income derived from potential sales associated with products related to IL-18BP.

R&D expenses for the fourth quarter and year ended December 31, 2025, decreased to approximately $5.5 million and $22.8 million, respectively, compared with approximately $5.9 million and $24.8 million for the comparable periods in 2024, respectively. The decrease in 2025 was mainly due to lower clinical expenses resulting from winding down prior clinical trials, partially offset by an increase in clinical expenses related to MAIA-ovarian trial initiated in 2025.

G&A expenses for the fourth quarter ended December 31, 2025, were approximately $2.1 million compared with approximately $2.2 million for the comparable period in 2024, and the G&A expenses for the year ended December 31, 2025, were approximately $8.9 million compared with approximately $9.4 million for the comparable period in 2024.

Net Income / Loss: During the fourth quarter of 2025, Compugen reported a net profit of approximately $56.8 million, or approximately 60 cents per basic and diluted share, compared to a net loss of approximately $6.1 million, or approximately 7 cents per basic and diluted share in the comparable period of 2024. Net profit for the year ended December 31, 2025, was approximately $35.3 million, or approximately 38 cents per basic and diluted share, compared with a net loss of approximately $14.2 million, or approximately 16 cents per basic and diluted share in the comparable period in 2024.

Full financial tables are included below.

Conference Call and Webcast Information

The Company will hold a conference call today, March 2, 2026, at 8:30 AM ET to review its fourth quarter and full year 2025 results. To access the conference call by telephone, please dial 1-866-744-5399 from the United States, or +972-3-918-0644 internationally. The call will also be available via live webcast through Compugen's website, located at the following link. Following the live audio webcast, a replay will be available on the Company's website.

About Compugen

Compugen is a clinical-stage therapeutic discovery and development company utilizing its broadly applicable AI/ML powered computational discovery platform (Unigen^™) to identify novel drug targets and biological pathways for developing cancer immunotherapies. Compugen has two differentiated Fc-reduced programs targeting TIGIT: COM902, a fully owned Fc-reduced high affinity anti-TIGIT antibody in Phase 1 development and rilvegostomig, an Fc-reduced PD-1/TIGIT bispecific antibody in Phase 3 development by AstraZeneca through a license agreement for the development of bispecific and multispecific antibodies. The TIGIT component of rilvegostomig is derived from COM902. In Phase 1 development Compugen has COM701, a potential first-in-class anti-PVRIG Fc-reduced antibody and GS-0321 (previously COM503), a potential first-in-class, high affinity anti-IL-18 binding protein antibody, licensed to Gilead. In addition, the Company’s therapeutic pipeline of early-stage immuno-oncology programs consists of research programs aiming to address new mechanisms to activate the immune system against cancer. Compugen’s shares are listed on Nasdaq and the Tel Aviv Stock Exchange under the ticker symbol CGEN.

Forward-Looking Statement

This press release contains “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended, and the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on the current beliefs, expectations, and assumptions of Compugen. Forward-looking statements can be identified using terminology such as “will,” “may,” “expects,” “anticipates,” “believes,” “potential,” “plan,” “goal,” “estimate,” “likely,” “should,” “confident,” and “intends,” and similar expressions that are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements include, but are not limited to, statements regarding the milestones and expectations under the agreement; statements regarding interim analysis timing; and statements to the effect that our cash and cash-related balances are expected to fund our operating plans into 2029. These forward-looking statements involve known and unknown risks and uncertainties that may cause the actual results, performance, or achievements of Compugen to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Among these risks: clinical development involves a lengthy and expensive process, with an uncertain outcome and we may encounter substantial delays or even an inability to begin clinical trials for any specific product or may not be able to conduct or complete our trials on the timelines we expect; the clinical trials of any product candidates that Compugen, or any current or future collaborators, may develop may fail to satisfactorily demonstrate safety and efficacy to the FDA, and Compugen, or any collaborators, may incur additional costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of these product candidates; Compugen’s business model is substantially dependent on entering into collaboration agreements with third parties and Compugen may not be successful in generating adequate revenues or commercializing aspects of its business model; Compugen’s approach to the discovery of therapeutic products is based on its proprietary computational target discovery infrastructure, which is unproven clinically; general market, political and economic conditions in the countries in which Compugen operates, including Israel; the effect of the evolving nature of the recent war in Israel; and Compugen does not know whether it will be able to discover and develop additional potential product candidates or products of commercial value. These risks and other risks are more fully discussed in the “Risk Factors” section of Compugen’s most recent Annual Report on Form 20-F as filed with the Securities and Exchange Commission (SEC) as well as other documents that may be subsequently filed by Compugen from time to time with the SEC. In addition, any forward-looking statements represent Compugen’s views only as of the date of this release and should not be relied upon as representing its views as of any subsequent date. Compugen does not assume any obligation to update any forward-looking statements unless required by law.

Company Contact:

Investor relations

Email: ir@cgen.com

Tel: +1 (628) 241-0071

COMPUGEN LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(U.S. dollars in thousands, except for share and per share amounts)

		Three Months Ended								Year Ended,
		December 31,								December 31,
		2025				2024				2025				2024
		Unaudited				Unaudited
Revenues			67,332				1,471				72,764				27,864
Cost of revenues			3,536				675				9,251				7,930
Gross profit			63,796				796				63,513				19,934
Operating expenses
Research and development expenses			5,543				5,911				22,757				24,810
Marketing and business development expenses			120				167				539				576
General and administrative expenses			2,090				2,201				8,891				9,439
Total operating expenses			7,753				8,279				32,187				34,825
Operating profit (loss)			56,043				(7,483	)			31,326				(14,891	)
Financial and other income, net			802				1,370				4,071				5,182
Profit (loss) before taxes on income			56,845				(6,113	)			35,397				(9,709	)
Tax expense (income)			-				4				54				4,522
Net profit (loss)			56,845				(6,117	)			35,343				(14,231	)
Basic and diluted net profit (loss) per ordinary share			0.60				(0.07	)			0.38				(0.16	)
Weighted average number of ordinary shares used in computing basic net profit (loss) per share			94,304,508				89,538,891				93,425,341				89,528,031
Weighted average number of ordinary shares used in computing diluted net profit (loss) per share			94,712,039				89,538,891				93,815,083				89,528,031

COMPUGEN LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS DATA

(U.S. dollars, in thousands)

		December 31,				December 31,
		2025				2024
ASSETS
Current assets
Cash and cash equivalents			90,597				18,229
Short-term bank deposits			45,759				61,397
Investment in marketable securities			9,284				23,629
Other accounts receivable and prepaid expenses			2,382				2,742
Total current assets			148,022				105,997
Non-current assets
Restricted long-term bank deposit			410				343
Long-term prepaid expenses			1,293				1,888
Severance pay fund			3,643				3,072
Operating lease right to use asset			2,521				2,843
Property and equipment, net			681				852
Total non-current assets			8,548				8,998
Total assets			156,570				114,995
LIABILITIES AND SHAREHOLDERS EQUITY
Current liabilities
Trade payables			2,353				1,838
Short-term deferred revenues			10,970				9,632
Current maturity of operating lease liability			521				448
Accrued expenses			5,676				5,168
Employees and related accruals			3,050				3,074
Total current liabilities			22,570				20,160
Non-current liabilities
Long-term deferred revenues			24,943				34,045
Long-term operating lease liability			2,439				2,464
Accrued severance pay			3,887				3,412
Total non-current liabilities			31,269				39,921
Total shareholders' equity			102,731				54,914
Total liabilities and shareholders' equity			156,570				114,995

FAQ

How did Compugen (CGEN) perform financially in 2025?

Compugen posted a net profit of approximately $35.3 million in 2025, after a net loss of about $14.2 million in 2024. Revenue rose to roughly $72.8 million from about $27.9 million, driven largely by partnership payments from AstraZeneca and Gilead.

What is Compugen’s cash runway and debt position after 2025?

Compugen reported about $145.6 million in cash, cash equivalents, short-term deposits and marketable securities as of December 31, 2025. It currently expects this cash balance to fund operating plans into 2029, and it stated that the company has no debt outstanding.

How did the AstraZeneca royalty monetization affect Compugen’s results?

A non-dilutive monetization agreement with AstraZeneca generated a $65 million upfront payment in 2025. This payment contributed significantly to the jump in annual revenue to approximately $72.8 million and supported the company’s move from net loss in 2024 to net profit in 2025.

What clinical programs did Compugen advance in 2025?

Compugen initiated dosing in new clinical trials of COM701 in the MAIA-ovarian study and of GS-0321 in Phase 1. Rilvegostomig, partnered with AstraZeneca, is being advanced in 10 Phase 3 trials in multiple cancers, while several early discovery immuno-oncology programs also progressed.

What are the key partnerships for Compugen (CGEN)?

Compugen has notable partnerships with AstraZeneca and Gilead. AstraZeneca is advancing rilvegostomig in Phase 3 trials and paid a $65 million upfront under a royalty monetization. Gilead licensed GS-0321, with upfront and IND milestone payments contributing to Compugen’s 2024 and 2025 revenue.

How did Compugen’s operating expenses change in 2025?

Research and development expenses fell to about $22.8 million in 2025 from roughly $24.8 million in 2024, mainly due to winding down prior trials. General and administrative expenses also declined slightly, to about $8.9 million from $9.4 million, reflecting tighter overall cost control.

Filing Exhibits & Attachments

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Press Releases

• EX-99.1 EXHIBIT 99.1 148.4 KB