Compugen Ltd (CGEN) grants RSUs and stock options to senior executive

Rhea-AI Filing Summary

Compugen Ltd (CGEN) reported equity awards to executive Kredo Russo Sharon, SVP, Research & Discovery. On July 29, 2026, she received 18,000 restricted stock units representing ordinary shares and options for 24,000 ordinary shares at a $2.26 exercise price, expiring July 29, 2036. Both awards vest 25% on September 30, 2027, with the balance vesting in 12 equal quarterly installments, subject to continued service. Following the RSU grant, 37,500 ordinary shares are reported as directly owned.

Insider Trade Summary

Net Buyer: 18,000 shares

Net Buy 2 txns

Insider Kredo Russo Sharon

Role SVP, Research & Discovery

Type	Security	Shares	Price	Value
Grant/Award	Share Option (right to buy) F2	24,000	$0.00	$0.00
Grant/Award	Ordinary Shares F1	18,000	$0.00	$0.00

Holdings After Transaction: Share Option (right to buy) — 24,000 shares (Direct); Ordinary Shares — 37,500 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: 18,000 units Stock options granted: 24,000 options Exercise price: $2.26 per share +4 more

7 metrics

RSU award 18,000 units Restricted stock units representing ordinary shares granted July 29, 2026

Stock options granted 24,000 options Share options (right to buy) granted July 29, 2026

Exercise price $2.26 per share Conversion or exercise price of newly granted share options

Option expiration July 29, 2036 Expiration date of granted share options

Post-grant share holdings 37,500 shares Ordinary shares directly owned following RSU award

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

Remaining vesting installments 12 quarterly installments Balance of each award vests in 12 equal quarterly installments

Key Terms

restricted stock unit ("RSU"), Share Option (right to buy), Ordinary Shares, vests in 12 equal quarterly installments

4 terms

restricted stock unit ("RSU") financial

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

Share Option (right to buy) financial

"security_title is Share Option (right to buy) for 24,000 shares"

Ordinary Shares financial

"underlying security title and non-derivative holdings are Ordinary Shares"

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.

vests in 12 equal quarterly installments financial

"the remainder vests in 12 equal quarterly installments thereafter"

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 - 04:07 PM Accepted by SEC EDGAR 07/30/2026 - 04:06 PM Learn about SEC filing dates

FAQ

What insider equity awards were reported for Compugen (CGEN)?

Kredo Russo Sharon, SVP, Research & Discovery, received two equity awards: 18,000 restricted stock units and options for 24,000 ordinary shares. Both were granted on July 29, 2026, as part of her compensation and are subject to multi-year vesting.

What are the terms of the new Compugen (CGEN) stock options?

The filing shows 24,000 share options granted with an exercise price of $2.26 per share, expiring on July 29, 2036. These options vest 25% on September 30, 2027, with the remainder vesting in 12 equal quarterly installments thereafter.

How many RSUs did the Compugen (CGEN) executive receive?

Kredo Russo Sharon received an award of 18,000 restricted stock units (RSUs) representing ordinary shares. The RSUs vest 25% on September 30, 2027, and the remaining 75% vests in 12 equal quarterly installments, contingent on continued service.

When do the new Compugen (CGEN) RSUs and options vest?

Both the RSUs and options vest 25% on September 30, 2027. The remaining portions of each award vest in 12 equal quarterly installments thereafter, as long as the reporting person continues to serve Compugen.

How many Compugen (CGEN) shares does Kredo Russo Sharon hold after these awards?

After the reported RSU grant, the filing lists 37,500 ordinary shares as directly owned by Kredo Russo Sharon. This figure reflects her reported non-derivative holdings following the July 29, 2026 transaction.

Are the new Compugen (CGEN) equity awards subject to continued service?

Yes. The footnotes state that vesting of both the 18,000 RSUs and the 24,000 share options is conditioned on the reporting person’s continued service to Compugen, covering the entire multi-year vesting period.

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^*

Kredo Russo Sharon

(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)
	SVP, Research & Discovery

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		18,000(1)	A	$0	37,500	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		24,000		(2)	07/29/2036	Ordinary Shares	24,000	$0	24,000	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/ Sharon Kredo Russo	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)