Director for Cogent Biosciences (NASDAQ: COGT) granted 17,901 stock options

Rhea-AI Filing Summary

Cogent Biosciences, Inc. reported that director Peter Evan Harwin was granted a stock option covering 17,901 shares of common stock at an exercise price of $31.98 per share. The option expires on June 9, 2036.

The option vests in full on the earlier of the first anniversary of the grant date or the 2027 Annual Meeting of Stockholders, subject to his continued service. According to the disclosed arrangement, the option is held for investment vehicles managed by Fairmount Funds Management LLC, and Harwin is required to turn over any net cash or stock to the adviser, so he disclaims beneficial ownership.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Harwin Peter Evan

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	17,901	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 17,901 shares (Direct, null)

Footnotes (1)

1. This stock option shall vest in full upon the earlier of the first anniversary of the date of grant or the date of the 2027 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer through such date. Under the Reporting Person's arrangement with Fairmount Funds Management LLC (the "Adviser"), the Reporting Person holds the option for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). The Reporting Person is obligated to turn over to the Adviser any net cash or stock received from the option for the benefit of such Fairmount Fund. The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock.

Key Figures

Option grant size: 17,901 shares Exercise price: $31.98 per share Expiration date: June 9, 2036 +1 more

4 metrics

Option grant size 17,901 shares Stock option covering common stock granted to director

Exercise price $31.98 per share Conversion or exercise price of stock option

Expiration date June 9, 2036 Option expiration for the stock option grant

Total options after grant 17,901 options Total derivative securities following transaction

Key Terms

Stock Option (Right to Buy), beneficial ownership, Annual Meeting of Stockholders, investment vehicles

4 terms

Stock Option (Right to Buy) financial

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

beneficial ownership financial

"The Reporting Person therefore disclaims beneficial ownership of the option"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Annual Meeting of Stockholders financial

"the date of the 2027 Annual Meeting of Stockholders"

investment vehicles financial

"one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund")"

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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^*

Harwin Peter Evan

(Last) (First) (Middle)

C/O COGENT BIOSCIENCES, INC.

180 THIRD AVENUE, 4TH 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)
06/09/2026

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)	$31.98	06/09/2026		A		17,901		(1)	06/09/2036	Common Stock	17,901	$0	17,901	D(2)

Explanation of Responses:

1. This stock option shall vest in full upon the earlier of the first anniversary of the date of grant or the date of the 2027 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer through such date.

2. Under the Reporting Person's arrangement with Fairmount Funds Management LLC (the "Adviser"), the Reporting Person holds the option for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). The Reporting Person is obligated to turn over to the Adviser any net cash or stock received from the option for the benefit of such Fairmount Fund. The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock.

	/s/ Evan D. Kearns, Attorney-in-Fact	06/11/2026
	** 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 did the Cogent Biosciences (COGT) Form 4 report for Peter Evan Harwin?

The Form 4 reports a grant of a stock option to director Peter Evan Harwin for 17,901 shares at an exercise price of $31.98 per share. The option was awarded as compensation and represents a right to buy Cogent Biosciences common stock in the future.

When do the newly granted Cogent Biosciences stock options to Peter Evan Harwin vest?

The stock option vests in full on the earlier of the first anniversary of the grant date or the 2027 Annual Meeting of Stockholders. Vesting is conditioned on Harwin’s continued service to Cogent Biosciences through the applicable vesting date.

What is the exercise price and expiration date of the Cogent Biosciences options granted?

The granted stock option has an exercise price of $31.98 per share and an expiration date of June 9, 2036. This gives a long-dated right to purchase Cogent Biosciences common stock at that fixed price if the option vests.

Does Peter Evan Harwin personally benefit from the Cogent Biosciences option grant?

According to the filing, Harwin holds the option for investment vehicles managed by Fairmount Funds Management LLC. He must turn over any net cash or stock from the option to the adviser and therefore disclaims beneficial ownership of the option and underlying common stock.

How many Cogent Biosciences derivative securities does this Form 4 show after the transaction?

After this grant, the Form 4 shows Harwin holding 17,901 derivative securities in the form of a stock option. This total reflects the newly awarded option position reported in the filing following the acquisition transaction.