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 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.
Cogent Biosciences reported a Form 144 notice showing proposed sales tied to a conversion: 7,000,000 shares of Common Stock associated with the conversion of Series A Convertible Preferred Stock on 03/31/2026. The filing also records 3,500,000 shares sold on 01/22/2026.
Fairmount Healthcare Fund II LP, an entity associated with Fairmount Funds Management LLC, converted 28,000 shares of Cogent Biosciences Series A Convertible Preferred Stock into 7,000,000 shares of Common Stock for no cash consideration on March 31, 2026. The fund then sold 7,000,000 Common shares in an open-market transaction at $34.66 per share, reducing its indirect Common Stock holdings to 5,503,418 shares. Following the conversion, it continues to hold 39,414 shares of Series A Convertible Preferred Stock, each convertible into 250 Common shares, subject to a 9.9% beneficial ownership cap.
Fairmount Funds Management LLC and affiliates report updated ownership in Cogent Biosciences after converting preferred stock and selling shares. They beneficially own 15,356,918 shares of common stock, representing 8.6% of the company. This includes 5,503,418 common shares and 9,853,500 shares currently issuable upon conversion of 39,414 shares of Series A Convertible Preferred Stock.
On March 31, 2026, Fairmount Healthcare Fund II L.P. converted 28,000 shares of Series A Preferred Stock into 7,000,000 common shares for no cash consideration under the Certificate of Designations, then sold 7,000,000 common shares in a block trade at $34.66 per share. The ownership percentage is based on 179,162,320 common shares outstanding as of March 31, 2026.
Cogent Biosciences Inc disclosure: The Vanguard Group filed an amended Schedule 13G reporting 0% beneficial ownership of Cogent common stock and 0 shares beneficially owned. The filing explains an internal realignment effective January 12, 2026 that disaggregated certain Vanguard subsidiaries' holdings and states Vanguard no longer is deemed to beneficially own those subsidiary positions. The amendment is signed by Ashley Grim on 03/26/2026.
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.