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Compugen (CGEN) SVP uses 10b5-1 plan to exercise options and sell shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

COMPUGEN LTD senior vice president of business development Zurit Levine exercised stock options and sold shares in a planned transaction. She exercised options for 11,875 ordinary shares at an exercise price of $0.8292 per share, then sold 11,875 ordinary shares at a weighted average price of $2.0368 per share.

The sale was carried out under a pre-arranged Rule 10b5-1 trading plan adopted on December 23, 2025, indicating it was scheduled in advance rather than timed discretionarily. Following these transactions, Levine holds 29,375 ordinary shares directly.

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Insider Levine Zurit
Role SVP, Business Development
Sold 11,875 shs ($24K)
Type Security Shares Price Value
Exercise Share Option (right to buy) 11,875 $0.00 --
Exercise Ordinary Shares 11,875 $0.8292 $10K
Sale Ordinary Shares 11,875 $2.0368 $24K
Holdings After Transaction: Share Option (right to buy) — 16,125 shares (Direct); Ordinary Shares — 41,250 shares (Direct)
Footnotes (1)
  1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 23, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.02 to $2.10 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. This option vested 25% on December 31, 2023 and the remainder vested or vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
Options exercised 11,875 shares Share Option (right to buy) exercised on March 26, 2026
Option exercise price $0.8292 per share Exercise price for 11,875 underlying ordinary shares
Shares sold 11,875 shares Open-market sale of ordinary shares on March 26, 2026
Weighted average sale price $2.0368 per share Sale price for 11,875 ordinary shares, multiple trades $2.02–$2.10
Post-transaction holdings 29,375 shares Ordinary shares directly owned after transactions
Option expiration November 9, 2032 Expiration date of exercised share option grant
Rule 10b5-1 trading plan regulatory
"This transaction was made pursuant to a Rule 10b5-1 trading plan adopted..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Share Option (right to buy) financial
"security_title": "Share Option (right to buy)""
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
weighted average price financial
"The price reported is a weighted average price. These shares were sold..."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
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).
X
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*
Levine Zurit

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Business Development
2a. Foreign Trading Symbol
[CGEN]
3. Date of Earliest Transaction (Month/Day/Year)
03/26/2026
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 Shares03/26/2026M(1)11,875A$0.829241,250D
Ordinary Shares03/26/2026S(1)11,875D$2.0368(2)29,375D
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)$0.829203/26/2026M(1)11,875 (3)11/09/2032Ordinary Shares11,875$016,125D
Explanation of Responses:
1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 23, 2025.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.02 to $2.10 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. This option vested 25% on December 31, 2023 and the remainder vested or vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
/s/ Zurit Levine03/30/2026
** 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)

FAQ

What insider transactions did COMPUGEN (CGEN) SVP Zurit Levine report?

Zurit Levine reported exercising options for 11,875 ordinary shares and selling 11,875 ordinary shares. The exercise price was $0.8292 per share, and the sale used a weighted average price of $2.0368 per share on the same date.

Was the CGEN insider share sale by Zurit Levine pre-planned?

Yes. The filing states the transaction was made under a Rule 10b5-1 trading plan adopted on December 23, 2025. Such plans schedule trades in advance, making the timing more routine and less indicative of short-term company outlook.

How many COMPUGEN (CGEN) shares does Zurit Levine hold after these transactions?

After exercising options and selling shares, Zurit Levine directly holds 29,375 ordinary shares of Compugen. Her holdings increased via the option exercise and then decreased through the same-day sale of 11,875 shares at market prices.

What prices were involved in Zurit Levine’s CGEN Form 4 transactions?

The options were exercised at an exercise price of $0.8292 per share. The 11,875 ordinary shares were then sold at a weighted average price of $2.0368 per share, with individual trades ranging from $2.02 to $2.10 inclusive.

What type of derivative security did Zurit Levine exercise at COMPUGEN (CGEN)?

She exercised a “Share Option (right to buy)” covering 11,875 underlying ordinary shares. The option had an exercise price of $0.8292 per share and an expiration date of November 9, 2032, according to the Form 4 details.

How many CGEN shares did Zurit Levine sell in this Form 4 filing?

She sold 11,875 ordinary shares. The transaction is coded as an open-market sale, with a reported weighted average sale price of $2.0368 per share across multiple trades within a disclosed price range.
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