STOCK TITAN

Cogent Biosciences, Inc. 8-K Filings

COGT NASDAQ

Every 8-K that Cogent Biosciences, Inc. (COGT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow COGT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full COGT filings page.

Rhea-AI Summary

Cogent Biosciences, Inc. (COGT) entered into a Commercial Supply Agreement with Hovione FarmaCiencia S.A. to manufacture bezuclastinib spray-dried dispersion and tablet Product for the company. Cogent will provide rolling quarterly forecasts and commit to purchase minimum percentages of its Product requirements from Hovione, with these percentages decreasing over time.

The agreement has an initial five-year term and then renews automatically in successive two-year periods, unless either party gives written notice a specified time before a renewal. Both Cogent and Hovione may also terminate in specified situations, including uncured breach, prolonged force majeure, insolvency, or certain regulatory or legal developments affecting the Product or its manufacture.

Rhea-AI Summary

Cogent Biosciences, Inc. disclosed that it has filed a prospectus supplement in connection with its existing Sales Agreement with Guggenheim Securities, LLC, permitting "at-the-market" offerings of its common stock under Rule 415. The prospectus supplement covers the offer and sale of up to $400,000,000 of common shares.

The shares are registered under Cogent’s automatic shelf registration statement on Form S-3ASR (File No. 333-291384), which is already effective. Offerings will be made only by means of the prospectus supplement, and a supporting legal opinion from Gibson, Dunn & Crutcher LLP is filed as an exhibit.

Rhea-AI Summary

Cogent Biosciences reported second quarter 2026 results while highlighting major regulatory and clinical milestones for bezuclastinib. The company has three New Drug Applications under review and is on track for potential FDA decisions for bezuclastinib in GIST on November 30, 2026 and in Advanced Systemic Mastocytosis on December 30, 2026. Detailed Phase 3 PEAK data in imatinib-resistant/intolerant GIST showed the bezuclastinib plus sunitinib combination reduced risk of progression or death by 50% (hazard ratio 0.50) with median progression-free survival of 16.5 months versus 9.2 months for sunitinib alone, and objective response rates of 46% versus 26%. In AdvSM, the pivotal APEX trial showed a 65% overall response rate among 68 evaluable patients.

Cogent completed hiring of a cross-functional commercial and medical field team in preparation for potential launches. As of June 30, 2026, cash, cash equivalents and marketable securities were $792.3 million, and including $73.6 million of post‑quarter ATM proceeds, management cites a pro forma cash balance of $865.9 million, expected to fund operations into late 2028. Second quarter 2026 research and development expenses were $70.8 million and general and administrative expenses were $31.8 million, leading to a net loss of $96.4 million. The company also granted options on 226,700 shares and 189,700 RSUs as inducement awards to 59 new employees.

Rhea-AI Summary

Cogent Biosciences, Inc. held its 2026 Annual Meeting of Stockholders on June 9, 2026. As of the April 13, 2026 record date, 170,801,004 shares of common stock were entitled to vote.

All three director nominees, Chris Cain, Ph.D., Arlene Morris, and Todd Shegog, were elected. Stockholders ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm and approved the advisory vote on executive compensation.

Rhea-AI Summary

Cogent Biosciences reported a first quarter 2026 net loss of $97.4 million, wider than the prior year as it ramps research and commercial activities. Total operating expenses rose to $103.6 million, driven by higher R&D and general and administrative spending tied to pipeline progress and launch preparation.

The company ended March 31, 2026 with $866.4 million in cash, cash equivalents and marketable securities and expects this to fund operations into 2028, including potential commercialization of bezuclastinib in systemic mastocytosis and GIST. Cogent has multiple NDAs for bezuclastinib under FDA review, including a GIST filing accepted under the Real-Time Oncology Review program and an NDA for non-advanced systemic mastocytosis with a PDUFA target action date of December 30, 2026, and is planning for dual launches pending approvals.

Rhea-AI Summary

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.

Rhea-AI Summary

Cogent Biosciences completed a public offering of $230,000,000 aggregate principal amount of its 1.625% Convertible Senior Notes due 2031, including the full exercise of the underwriters’ over-allotment option. The notes are senior, unsecured obligations bearing 1.625% interest, paid semiannually, and mature on November 15, 2031, unless earlier converted, redeemed, or repurchased.

Holders can convert under specified stock price and trading conditions, or near maturity, with Cogent settling in cash, common stock, or a mix. The initial conversion rate is 22.2469 shares per $1,000 principal amount (about $44.95 per share), with potential adjustments and make-whole increases. Initially, a maximum of 7,419,340 shares of common stock may be issued upon conversion based on a maximum conversion rate of 32.2580 shares per $1,000 principal amount.

Rhea-AI Summary

Cogent Biosciences announced two financings: a common stock offering and a convertible notes offering under its automatic shelf. The company agreed to sell 9,677,420 shares at a public price of $31.00 per share, and underwriters fully exercised their 30‑day option for an additional 1,451,613 shares. Net proceeds from the equity tranche are expected to be approximately $324.0 million.

Separately, the company priced $200.0 million of 1.625% convertible senior notes due 2031, and underwriters fully exercised an additional $30.0 million option, for expected net proceeds of about $222.8 million. The equity offering is expected to close on November 13, 2025, and the notes on November 18, 2025, each subject to customary closing conditions. Both transactions were documented via underwriting agreements, with standard indemnification provisions, and supported by a legal opinion and a filed prospectus supplement.

Rhea-AI Summary

Cogent Biosciences (COGT) reported positive top‑line results from its Phase 3 PEAK trial in imatinib‑resistant or intolerant GIST. As of the September 30, 2025 cutoff, bezuclastinib plus sunitinib cut the risk of progression or death by 50% vs. sunitinib alone (hazard ratio 0.50, 95% CI: 0.39–0.65). Median progression‑free survival reached 16.5 months for the combination versus 9.2 months for sunitinib. Objective response rate was 46% with the combination vs. 26% with sunitinib. Overall survival data are immature.

Safety was generally consistent with expectations for sunitinib. Grade 3+ events (combination vs. sunitinib) included hypertension 29.4% vs. 27.4%, neutropenia 15.2% vs. 15.4%, ALT/AST increased 10.8% vs. 1.4%, anemia 9.3% vs. 4.8%, and diarrhea 7.8% vs. 7.2%. Discontinuations due to treatment‑related adverse events occurred in 7.4% vs. 3.8%. ALT/AST elevations led to dose reductions in 12.7%; 1.5% discontinued bezuclastinib for these elevations; all Grade 3 ALT/AST elevations resolved and no Grade 4 were reported.

The company plans to present detailed PEAK results at a major medical conference in the first half of 2026.

Rhea-AI Summary

Cogent Biosciences, Inc. filed a current report to note that it has released its financial results for the quarter ended September 30, 2025. The company announced these quarterly results in a press release dated November 3, 2025, which is included as an exhibit to the report and incorporated by reference. The filing clarifies that the earnings information is being furnished, rather than filed, under securities law, which affects how it is treated for certain legal purposes.

Rhea-AI Summary

Cogent Biosciences, Inc. entered into a new lease with BP THIRD AVENUE LLC for approximately 31,518 square feet of office space at 180 CityPoint in Waltham, Massachusetts. The space will become the company’s new corporate headquarters, replacing its current Waltham headquarters when that sublease expires in September 2026.

The landlord will deliver a newly built-out, fit-for-purpose office under a turnkey model, and Cogent does not expect any material tenant improvement costs. The lease term will begin once construction is substantially complete and the space is ready for occupancy, which is expected in May 2026, and will run for seven years and ten months, with an option for a further five-year extension.

Cogent’s base rent obligation will start five months after the commencement date at an initial rate of $32.00 per square foot, increasing by $1.00 per square foot annually, plus its share of operating expenses and property taxes. The company will provide a letter of credit of approximately $336,000 as a security deposit.