[Form 4] Cogent Biosciences, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Cogent Biosciences director Karen Jean Ferrante received a stock option award covering 686 shares of common stock. The options were granted on April 1, 2026 with an exercise price of $35.24 per share and expire on April 1, 2036.

The award was issued as compensation for her services as a non-employee director, where she elected to receive options instead of cash. After this grant, she directly holds options for 686 shares, providing equity-based compensation aligned with the company’s performance.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ferrante Karen Jean

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	686	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 686 shares (Direct)

Footnotes (1)

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Key Figures

Stock options granted: 686 options Exercise price: $35.24 per share Expiration date: April 1, 2036 +1 more

4 metrics

Stock options granted 686 options Grant to director on April 1, 2026

Exercise price $35.24 per share Strike price for option grant

Expiration date April 1, 2036 Option term for director grant

Options held after transaction 686 options Total derivative holdings following grant

Key Terms

Stock Option (Right to Buy), non-employee director compensation plan, Black-Scholes value, exercise price

4 terms

Stock Option (Right to Buy) financial

"security_title: "Stock Option (Right to Buy)""

non-employee director compensation plan financial

"pursuant to the Issuer's non-employee director compensation plan"

Black-Scholes value financial

"dividing the cash compensation ... by the Black-Scholes value of a single option"

exercise price financial

"conversion_or_exercise_price": "35.2400""

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.

Form 4 Insider Transactions: What Each Field Means →

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^*

Ferrante Karen Jean

(Last) (First) (Middle)

C/O COGENT BIOSCIENCES, INC.

275 WYMAN STREET, 3RD FLOOR

(Street)

WALTHAM MASSACHUSETTS 02451

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Cogent Biosciences, Inc. [ COGT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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
Stock Option (Right to Buy)	$35.24	04/01/2026		A		686		04/01/2026	04/01/2036	Common Stock	686	$0.00(1)	686	D

Explanation of Responses:

1. The option award was issued to the Reporting Person, who elected to take shares in lieu of cash compensation for services as a director, pursuant to the Issuer's non-employee director compensation plan. The number of options granted was determined by dividing the cash compensation otherwise payable with respect to the quarter by the Black-Scholes value of a single option calculated as of the date of the grant.

	/s/ Evan D. Kearns, Attorney-in-Fact	04/03/2026
	** 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)

FAQ

What insider transaction did Cogent Biosciences (COGT) report for Karen Jean Ferrante?

Cogent Biosciences reported that director Karen Jean Ferrante received a grant of 686 stock options. These options relate to common stock and were awarded as compensation for her board service under the non-employee director compensation plan.

What are the key terms of Karen Jean Ferrante’s stock options at Cogent Biosciences (COGT)?

Ferrante’s stock option grant covers 686 shares of common stock at an exercise price of $35.24 per share. The options were granted on April 1, 2026 and will expire on April 1, 2036, giving a long-dated incentive horizon.

Why did Cogent Biosciences (COGT) grant stock options instead of cash to its director?

The options were issued because Karen Jean Ferrante elected to take equity in lieu of cash compensation. This election was made under Cogent Biosciences’ non-employee director compensation plan, effectively converting her quarterly cash fees into a stock option award.

How many options does Karen Jean Ferrante hold after this Cogent Biosciences (COGT) Form 4 filing?

Following the reported transaction, Ferrante holds stock options covering 686 shares. This figure matches the size of the new grant, indicating this award represents her reported option position in this filing for Cogent Biosciences.

How was the number of stock options for Cogent Biosciences (COGT) director Karen Jean Ferrante calculated?

The number of options was set by dividing the cash compensation otherwise payable for the quarter by the Black-Scholes value of a single option. That valuation was calculated as of the grant date, April 1, 2026, under the non-employee director plan.