Compugen (CGEN) awards 13,500 RSUs and 18,000 options to its CMO

Rhea-AI Filing Summary

Compugen Chief Medical Officer Michelle Mahler received equity awards on July 29, 2026, consisting of 13,500 restricted stock units and a stock option for 18,000 ordinary shares at an exercise price of $2.26 per share. Both awards vest 25% on September 30, 2027, with the remainder in 12 equal quarterly installments, subject to her continued service. Following the RSU grant, she directly holds 36,625 ordinary shares.

Insider Trade Summary

Net Buyer: 13,500 shares

Net Buy 2 txns

Insider Mahler Michelle

Role Chief Medical Officer

Type	Security	Shares	Price	Value
Grant/Award	Share Option (right to buy) F2	18,000	$0.00	$0.00
Grant/Award	Ordinary Shares F1	13,500	$0.00	$0.00

Holdings After Transaction: Share Option (right to buy) — 18,000 shares (Direct); Ordinary Shares — 36,625 shares (Direct)

Footnotes (2)

1. F1. Represents a restricted stock unit ("RSU") award. The RSUs vest 25% on September 30, 2027, and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
2. F2. This option vests 25% on September 30, 2027 and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.

Key Figures

RSU award size: 13,500 shares Stock options granted: 18,000 shares Option exercise price: 2.2600 per share +3 more

6 metrics

RSU award size 13,500 shares Restricted stock units granted to Michelle Mahler on July 29, 2026

Stock options granted 18,000 shares Share Option (right to buy) underlying ordinary shares granted on July 29, 2026

Option exercise price 2.2600 per share Exercise price for the 18,000-share stock option grant

Option expiration date 2036-07-29 Expiration of the stock option granted to Michelle Mahler

Shares held after grant 36,625 shares Direct ordinary share ownership following the RSU award

Initial vesting date September 30, 2027 25% of both RSUs and options vest on this date

Key Terms

restricted stock unit ("RSU"), Share Option (right to buy), vesting, ordinary shares

4 terms

restricted stock unit ("RSU") financial

"Represents a restricted stock unit ("RSU") award. The RSUs vest 25% on"

Share Option (right to buy) financial

"security_title: Share Option (right to buy) reported as a derivative grant"

vesting financial

"The RSUs vest 25% on September 30, 2027, and the remainder vests"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

ordinary shares financial

"underlying security title is Ordinary Shares, totaling 18,000 underlying"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/30/2026 - 04:01 PM Accepted by SEC EDGAR 07/30/2026 - 04:01 PM Learn about SEC filing dates

FAQ

What equity awards did Compugen (CGEN) grant to Michelle Mahler?

Compugen granted Chief Medical Officer Michelle Mahler 13,500 restricted stock units and a stock option for 18,000 ordinary shares on July 29, 2026. These awards form part of her equity-based executive compensation package.

What is the exercise price of Michelle Mahler’s Compugen (CGEN) stock options?

Mahler’s newly granted stock option covers 18,000 ordinary shares at an exercise price of $2.26 per share. The option expires on July 29, 2036, if not earlier exercised or forfeited under its terms.

How do Michelle Mahler’s RSUs in Compugen (CGEN) vest?

Mahler’s 13,500 RSUs vest 25% on September 30, 2027, with the remaining 75% vesting in 12 equal quarterly installments. All vesting is conditioned on her continued service to Compugen.

What is the vesting schedule for Michelle Mahler’s Compugen (CGEN) stock options?

The option for 18,000 ordinary shares vests 25% on September 30, 2027, with the balance vesting in 12 equal quarterly installments. Vesting remains subject to Mahler’s continued service to the company.

How many Compugen (CGEN) ordinary shares does Michelle Mahler own after these grants?

After the July 29, 2026 equity grants, Michelle Mahler directly holds 36,625 ordinary shares of Compugen. This figure reflects her post-transaction direct ownership reported in the filing’s non-derivative securities table.

Were Michelle Mahler’s Compugen (CGEN) awards made under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked, so these awards were not affirmatively reported as made under a Rule 10b5-1 trading plan. They are characterized as standard equity grants.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mahler Michelle

(Last) (First) (Middle)

C/O COMPUGEN LTD.

26 HAROKMIM STREET

(Street)

HOLON 5885849

(City) (State) (Zip)

ISRAEL

(Country)

2. Issuer Name and Ticker or Trading Symbol
COMPUGEN LTD [ CGEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

2a. Foreign Trading Symbol
[CGEN]

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	07/29/2026		A		13,500(1)	A	$0	36,625	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Share Option (right to buy)	$2.26	07/29/2026		A		18,000		(2)	07/29/2036	Ordinary Shares	18,000	$0	18,000	D

Explanation of Responses:

1. Represents a restricted stock unit ("RSU") award. The RSUs vest 25% on September 30, 2027, and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.

2. This option vests 25% on September 30, 2027 and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.

	/s/ Michelle Mahler	07/30/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)