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Compugen Ltd (CGEN) grants RSUs and options to board director

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Compugen Ltd director Sanford S. Zweifach received equity-based compensation on July 29, 2026. He was granted 7,500 restricted stock units and a share option for 10,000 ordinary shares at an exercise price of $2.26. Both awards vest 25% on October 1, 2027 and the remainder in 12 equal quarterly installments, subject to continued service. Following these awards he directly holds 20,180 ordinary shares and 10,000 options.

Positive

  • None.

Negative

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Insider ZWEIFACH SANFORD S
Role Director
Type Security Shares Price Value
Grant/Award Share Option (right to buy) F2 10,000 $0.00 $0.00
Grant/Award Ordinary Shares F1 7,500 $0.00 $0.00
Holdings After Transaction: Share Option (right to buy) — 10,000 shares (Direct); Ordinary Shares — 20,180 shares (Direct)
Footnotes (2)
  1. F1. Represents a restricted stock unit ("RSU") award. The RSUs vest 25% on October 1, 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 October 1, 2027, and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
Stock options granted 10000.0000 options Share Option (right to buy) granted on 2026-07-29
Option exercise price $2.2600 per share Exercise price for the 10,000-share option award
Option expiration date 2036-07-29 Expiration date of the granted share option
RSUs awarded 7500.0000 units Restricted stock unit award on 2026-07-29
Shares held after grant 20180.0000 shares Direct ordinary share holdings following the RSU award
Initial vesting date October 1, 2027 25% of RSUs and options vest on this date
Remaining vesting schedule 12 quarterly installments Balance of both awards vests in 12 equal quarters
restricted stock unit ("RSU") award financial
"Represents a restricted stock unit ("RSU") award. The RSUs vest 25% on October 1, 2027"
Share Option (right to buy) financial
"security_title: "Share Option (right to buy)" for 10,000 underlying Ordinary Shares"
exercise price financial
"conversion or exercise price of 2.2600 per share on the option grant"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
quarterly installments financial
"the remainder vests in 12 equal quarterly installments thereafter, subject to continued service"

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FAQ

What equity awards did CGEN director Sanford S. Zweifach receive?

Sanford S. Zweifach received 7,500 restricted stock units and a share option for 10,000 ordinary shares at an exercise price of $2.26. These awards increase his direct equity-linked exposure to Compugen Ltd through both shares and options.

What is the vesting schedule for Sanford Zweifach’s new CGEN RSUs and options?

Both the 7,500 RSUs and the option on 10,000 shares vest 25% on October 1, 2027. The remaining 75% vests in 12 equal quarterly installments thereafter, contingent on his continued service to Compugen Ltd.

What is the exercise price and expiration of Sanford Zweifach’s new CGEN options?

The granted share option covers 10,000 ordinary shares with an exercise price of $2.26 per share. This option expires on July 29, 2036, giving a long-dated incentive aligned with Compugen Ltd’s longer-term performance.

How many Compugen (CGEN) shares does Sanford Zweifach hold after these awards?

After the July 29, 2026 equity awards, Sanford S. Zweifach directly holds 20,180 ordinary shares of Compugen Ltd. He also holds a vested-and-unvested option position covering 10,000 ordinary shares, subject to the specified vesting schedule.

Are Sanford Zweifach’s new CGEN awards tied to continued service?

Yes. Vesting of both the 7,500 RSUs and the 10,000-share option is conditioned on his continued service to Compugen Ltd. If service ends early, unvested portions may be forfeited, according to the award terms described.
SEC Form 4
FORM 4UNITED 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*
ZWEIFACH SANFORD S

(Last)(First)(Middle)
C/O COMPUGEN LTD.
26 HAROKMIM STREET

(Street)
HOLON5885849

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
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)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares07/29/2026A7,500(1)A$020,180D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Share Option (right to buy)$2.2607/29/2026A10,000 (2)07/29/2036Ordinary Shares10,000$010,000D
Explanation of Responses:
1. Represents a restricted stock unit ("RSU") award. The RSUs vest 25% on October 1, 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 October 1, 2027, and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
/s/ Sanford Zweifach07/30/2026
** Signature of Reporting PersonDate
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)