Christopher W. Cain - Jun 5, 2024 Form 4 Insider Report for Cogent Biosciences, Inc. (COGT)

Role: Director
Signature: /s/ Evan D. Kearns, Attorney-in-Fact
Stock symbol: COGT
Transactions as of: Jun 5, 2024
Transactions value $: $0
Form type: 4
Date filed: 6/13/2024, 07:18 PM
Previous filing: Jun 8, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	COGT	Stock Option (Right to Buy)	Award	$0	+44.7K		$0.00	44.7K	Jun 5, 2024	Common Stock	44.7K	$8.92	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This stock option shall vest in full upon the earlier of the first anniversary of the date of grant or the date of the 2025 Annual Meeting of Stockholders.
F2	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.

Content

This stock option shall vest in full upon the earlier of the first anniversary of the date of grant or the date of the 2025 Annual Meeting of Stockholders.

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.