Welcome to our dedicated page for Cogent Biosciences SEC filings (Ticker: COGT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Cogent Biosciences, Inc. (Nasdaq: COGT) SEC filings page on Stock Titan aggregates the company’s official regulatory documents from the U.S. Securities and Exchange Commission. As a biotechnology issuer focused on precision therapies for genetically defined diseases, Cogent uses its filings to disclose material information about clinical progress, financing transactions, and corporate obligations.
Key filings for COGT include current reports on Form 8-K that describe events such as positive top-line results from the SUMMIT, APEX and PEAK trials of bezuclastinib in systemic mastocytosis and gastrointestinal stromal tumors (GIST), Breakthrough Therapy Designation for bezuclastinib in certain NonAdvanced Systemic Mastocytosis populations, and alignment with the U.S. Food and Drug Administration on New Drug Application (NDA) plans. Other 8-Ks detail underwritten public offerings of common stock and 1.625% convertible senior notes due 2031, including the terms of the notes, conversion features, redemption provisions and use of proceeds.
Investors can also review filings that outline lease commitments and headquarters arrangements in Waltham, Massachusetts, as well as periodic financial disclosures furnished via 8-K regarding quarterly results and cash position. Together, these documents provide insight into Cogent’s capital structure, liquidity, and the regulatory and contractual framework supporting its bezuclastinib and broader kinase inhibitor pipeline.
On Stock Titan, Cogent’s SEC filings are updated in near real time as they appear on EDGAR. AI-powered summaries highlight the main points of lengthy documents, helping readers quickly understand complex items such as indentures for convertible notes, underwriting agreements, or detailed clinical data disclosures. Users can easily locate quarterly and annual reports when filed, track material 8-K events, and review information relevant to potential dilution, debt obligations and clinical milestones, all in one organized interface.
Cogent Biosciences, Inc. received an updated ownership report from investment manager Commodore Capital LP and related filers on their holdings of Cogent’s common stock. As of December 31, 2025, the filers may be deemed to beneficially own 2,802,905 shares of common stock, representing 1.8% of the outstanding class.
The position consists of 2,196,845 common shares plus 606,060 additional shares that are issuable upon exercise of a warrant, which is subject to a 9.99% beneficial ownership limitation. The filing is made on Schedule 13G/A, and the filers certify that the securities are not held for the purpose of changing or influencing control of Cogent Biosciences.
Kynam Capital Management and related reporting persons report beneficial ownership of 6,165,223 shares of Cogent Biosciences common stock, representing 4.33% of the class. The shares are held with shared voting and dispositive power and no sole authority.
The reporting persons are Kynam Capital Management, LP, Kynam Capital Management GP, LLC, and Yue Tang. They certify the position was acquired and is held in the ordinary course of business, without the purpose or effect of changing or influencing control of Cogent Biosciences.
Cogent Biosciences is a clinical-stage biotech focused on precision medicines for genetically defined diseases, led by its KIT inhibitor bezuclastinib for systemic mastocytosis and gastrointestinal stromal tumors (GIST). In 2025 it reported positive top-line, registration‑directed results in non-advanced and advanced systemic mastocytosis and second-line GIST, meeting all primary and key secondary endpoints.
The company has submitted one New Drug Application (NDA) for systemic mastocytosis, is preparing additional NDAs in 2026, and holds FDA Breakthrough Therapy and orphan designations in multiple settings. It expects first U.S. commercial launches in the second half of 2026 while building an internal commercial organization. Beyond bezuclastinib, Cogent is advancing early-stage programs targeting FGFR2/3, ErbB2, PI3Kα, KRAS and JAK2, supported by an extensive patent estate with potential protection into the 2040s. The company continues to incur net losses, will likely need additional capital, and highlights heavy reliance on bezuclastinib, competitive pressures, manufacturing and regulatory risks, and volatility in its stock, which had an aggregate non‑affiliate market value of about $772.9 million as of June 30, 2025, with 162,308,820 shares outstanding as of February 13, 2026.
Cogent Biosciences reported fourth quarter and full year 2025 results alongside major clinical and regulatory progress for its lead drug bezuclastinib. The company ended 2025 with $900.8 million in cash, cash equivalents and marketable securities and expects this to fund operations into 2028.
Cogent completed three positive pivotal trials in 2025, including the Phase 3 PEAK study in second-line GIST, where bezuclastinib plus sunitinib achieved 16.5 months median progression-free survival versus 9.2 months for sunitinib alone and a higher objective response rate. Positive SUMMIT and APEX data in systemic mastocytosis supported an NDA submission and additional planned filings.
Operating expenses rose as development and commercial preparations accelerated. Research and development expenses reached $269.8 million in 2025 and general and administrative expenses were $63.6 million. Net loss for 2025 widened to $328.9 million, reflecting heavier investment ahead of planned NDAs and an anticipated bezuclastinib launch in the second half of 2026.
The Vanguard Group has filed an amended Schedule 13G reporting beneficial ownership of 11,514,326 shares of Cogent Biosciences common stock, representing 7.5% of the class as of 12/31/2025. Vanguard reports shared voting power over 1,168,983 shares and shared dispositive power over all 11,514,326 shares.
The filing notes that on 01/12/2026 The Vanguard Group, Inc. underwent an internal realignment and no longer performs portfolio management or proxy voting. Certain Vanguard subsidiaries or business divisions are expected to report beneficial ownership separately on a disaggregated basis while continuing the same investment strategies.
Fairmount Funds Management LLC, as reporting person, disclosed that Fairmount Healthcare Fund II LP sold 3,500,000 shares of Cogent Biosciences, Inc. common stock on January 22, 2026 at a price of $36.40 per share. After this sale, Fund II held 5,503,418 shares of Cogent common stock indirectly reported by Fairmount Funds Management LLC.
The filing also shows that Fund II indirectly held 16,853,500 shares of Series A Convertible Preferred Stock, each share convertible at the holder’s option into 250 shares of common stock, subject to a 9.9% beneficial ownership cap. Fairmount Funds Management LLC and Fairmount Healthcare Fund II GP LLC have voting and investment power over Fund II’s securities and disclaim beneficial ownership except to the extent of their pecuniary interest.
COGT has a stockholder planning to sell up to 3,500,000 shares of common stock under Rule 144 through broker Jefferies LLC on the NASDAQ market. The planned sale has an indicated aggregate market value of $127,400,000, compared with 153,505,562 common shares outstanding. The approximate start date for these sales is 01/22/2026.
The shares to be sold were originally acquired from the issuer in three public offerings: 1,200,000 shares purchased on 06/14/2022 (paid 06/16/2022 in cash), 800,000 shares purchased on 06/07/2023 (paid 06/09/2023 in cash), and 1,500,000 shares purchased on 07/09/2025 (paid 07/10/2025 in cash. The selling holder represents that they are not aware of any undisclosed material adverse information about the issuer’s current or prospective operations.
Fairmount Funds files Amendment No. 9 to report a 9.9% beneficial ownership of Cogent Biosciences common stock, totaling 16,261,918 shares. This position consists of 5,503,418 shares of common stock plus 10,758,500 shares of common stock currently issuable from 43,034 shares of Series A Convertible Preferred Stock, all subject to a 9.9% beneficial ownership cap. The amendment notes that Fairmount’s Fund II in total owns 67,414 Series A preferred shares, but any additional common shares issuable above the 9.9% limit are excluded from beneficial ownership calculations. The filing also discloses that on January 22, 2026, Fund II completed a block trade selling 3,500,000 Cogent common shares at $36.40 per share.
Cogent Biosciences, Inc. disclosed that BlackRock, Inc. has filed Amendment No. 2 to a Schedule 13G reporting its beneficial ownership of the company’s common stock. BlackRock reports beneficial ownership of 11,370,224 shares, representing 6.5% of the outstanding common stock. It has sole power to vote 11,135,084 shares and sole power to dispose of 11,370,224 shares, with no shared voting or dispositive power.
BlackRock states that the holdings are held in the ordinary course of business and not for the purpose of changing or influencing control of Cogent Biosciences. Various underlying clients have rights to dividends or sale proceeds, but no single person has an interest in more than five percent of the company’s outstanding common shares.
BlackRock, Inc. has filed an amended Schedule 13G reporting beneficial ownership of Cogent Biosciences, Inc. common stock. As of December 31, 2025, BlackRock reports beneficial ownership of 11,370,224 shares, representing 6.5% of Cogent’s outstanding common stock. It has sole voting power over 11,184,653 shares and sole dispositive power over 11,370,224 shares, with no shared voting or dispositive power.
The filing explains that these holdings reflect securities beneficially owned by certain BlackRock business units, with other units disaggregated. Various underlying clients have rights to dividends or sale proceeds, but no single client holds more than five percent of Cogent’s common shares. BlackRock certifies that the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Cogent Biosciences.