Form 4 for COGT Cogent Biosciences, Inc.
Accepted 2025-12-19 00:00:00 ET · period of report 2025-12-17 · accession 0001193125-25-326774 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2025-12-19 | 2025-12-17 | COGT | Pinnow Cole | Chief Commercial Off | A - Grant | $0.00 | +264.0K | 97.5K | New | $0 |
| D | 2025-12-19 | 2025-12-17 | COGT | Pinnow Cole | Chief Commercial Off | F - Tax | $39.45 | -94.8K | 216.7K | -30% | -$3.74M |
| D | 2025-12-19 | 2025-12-17 | COGT | Pinnow Cole | Chief Commercial Off | A - Grant | $0.00 | +65.0K | 65.0K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2025-12-17 | A | A | 214,000 | $0.00 | 311,450 | D | — | — | (F3) Represents acquisition of shares of common stock in connection with the vesting of a performance-based RSU award granted in February 2023 (the "2023 PSUs"). |
| 2 | Common | Common Stock | 2025-12-17 | F | D | 94,800 | $39.45 | 216,650 | D | — | — | (F4) Represents shares surrendered to the Issuer by the Reporting Person to pay required tax withholdings in connection with the vesting of the 2023 PSUs. (F5) Includes previously reported shares of common stock underlying RSUs granted to the Reporting Person, which are subject to certain vesting conditions. |
| 3 | Common | Common Stock | 2025-12-17 | A | A | 50,000 | $0.00 | 97,450 | D | — | — | (F1) Award of Restricted Stock Units ("RSUs") under the Issuer's 2018 Stock Option and Incentive Plan. The RSUs shall vest with respect to 1/4th of the underlying shares on each anniversary of the grant date, such that the RSUs are fully vested on the fourth anniversary of the grant date, subject to the Reporting Person's continuing service with the Issuer through such dates. (F2) Includes an aggregate of 1,602 shares of common stock acquired by the Reporting Person under the Issuer's 2018 Employee Stock Purchase Plan on June 30, 2025. |
| 4 | Derivative | Stock Option (Right to Buy) | 2025-12-17 | A | A | 65,000 | $0.00 | 65,000 | D | $39.45 · — to 2035-12-17 | 65,000 Common Stock | (F6) This stock option shall vest in equal monthly installments over a four year period, subject to the Reporting Person's continuing service to the Issuer through such dates. |