Insider Trading Arrangements |
3 Months Ended |
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Jun. 30, 2026
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| Trading Arrangements, by Individual | |
| Material Terms of Trading Arrangement | Adoption of 10b5-1 Trading Plans by Our Directors and Officers During our fiscal quarter ended June 30, 2026, certain of our Directors entered into written plans for the exercise and sale of our securities that are intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense against liability for trading in securities on the basis of material nonpublic information (each, a “Rule 10b5-1 Trading Plan”) as follows: • On May 28, 2026, Arlene Morris, a member of our Board of Directors, adopted a Rule 10b5-1 Trading Plan to sell up to 45,510 shares of Cogent common stock through July 31, 2027, subject to certain pricing and other conditions. • On June 25, 2026, Dr. Karen Ferrante, a member of our Board of Directors, adopted a Rule 10b5-1 Trading Plan to sell up to 63,399 shares of Cogent common stock through June 25, 2027, subject to certain pricing and other conditions.
In July 2026, certain of our Officers entered into Rule 10b5-1 Trading Plan as set forth below (the “Executive Rule 10b5-1 Trading Plans”). Each of the Executive Rule 10b5-1 Trading Plans is intended to facilitate long-term financial and tax planning goals. Each of these Officers intends to sell enough shares of Cogent common stock in order to generate proceeds to exercise incentive stock options (“ISOs”) and hold the resulting shares. Each of these Officers also intends to exercise and sell certain non-qualified stock options in order to mitigate and/or eliminate exposure to alternative minimum tax associated with the exercise of ISOs. Details of the Executive Rule 10b5-1 Trading Plans are as follows: • On July 30, 2026, Andrew Robbins, President and Chief Executive Officer, adopted a Rule 10b5-1 Trading Plan to (i) sell up to 201,061 shares of Cogent common stock and (ii) use proceeds from such sales to exercise 57,661 ISOs and hold the resulting shares of Cogent common stock, in all cases, subject to certain pricing and other conditions. Mr. Robbins’ Rule 10b5-1 Trading Plan is scheduled to expire no later than June 30, 2027. • On July 30, 2026, John Green, Chief Financial Officer, adopted a Rule 10b5-1 Trading Plan to (i) sell up to 157,337 shares of Cogent common stock and (ii) use proceeds from such sales to exercise 62,619 ISOs and hold the resulting shares of Cogent common stock, in all cases, subject to certain pricing and other conditions. Mr. Green’s Rule 10b5-1 Trading Plan is scheduled to expire no later than June 30, 2027. • On July 30, 2026, Dr. Jessica Sachs, Chief Medical Officer, adopted a Rule 10b5-1 Trading Plan to (i) sell up to 27,000 shares of Cogent common stock and (ii) use proceeds from such sales to exercise 66,206 ISOs and hold the resulting shares of Cogent common stock, in all cases, subject to certain pricing and other conditions. Dr. Sachs’ Rule 10b5-1 Trading Plan is scheduled to expire no later than June 30, 2027. •
On July 30, 2026, Evan Kearns, Chief Legal Officer, adopted a Rule 10b5-1 Trading Plan to (i) sell up to 116,700 shares of Cogent common stock and (ii) use proceeds from such sales to exercise 61,831 ISOs and hold the resulting shares of Cogent common stock, in all cases, subject to certain pricing and other conditions. Mr. Kearns’ Rule 10b5-1 Trading Plan is scheduled to expire no later than June 30, 2027. |
| Arlene Morris [Member] | |
| Trading Arrangements, by Individual | |
| Name | Arlene Morris |
| Title | member of our Board of Directors |
| Rule 10b5-1 Arrangement Adopted | true |
| Adoption Date | May 28, 2026 |
| Aggregate Available | 45,510 |
| Karen Ferrante [Member] | |
| Trading Arrangements, by Individual | |
| Name | Dr. Karen Ferrante |
| Title | member of our Board of Directors |
| Rule 10b5-1 Arrangement Adopted | true |
| Adoption Date | June 25, 2026 |
| Aggregate Available | 63,399 |
| Andrew Robbins [Member] | |
| Trading Arrangements, by Individual | |
| Name | Andrew Robbins |
| Title | President and Chief Executive Officer |
| Rule 10b5-1 Arrangement Adopted | true |
| Adoption Date | July 30, 2026 |
| Expiration Date | June 30, 2027 |
| Aggregate Available | 201,061 |
| John Green [Member] | |
| Trading Arrangements, by Individual | |
| Name | John Green |
| Title | Chief Financial Officer |
| Rule 10b5-1 Arrangement Adopted | true |
| Adoption Date | July 30, 2026 |
| Expiration Date | June 30, 2027 |
| Aggregate Available | 157,337 |
| Dr. Jessica Sachs [Member] | |
| Trading Arrangements, by Individual | |
| Name | Dr. Jessica Sachs |
| Title | Chief Medical Officer |
| Rule 10b5-1 Arrangement Adopted | true |
| Adoption Date | July 30, 2026 |
| Expiration Date | June 30, 2027 |
| Aggregate Available | 27,000 |
| Evan Kearns [Member] | |
| Trading Arrangements, by Individual | |
| Name | Evan Kearns |
| Title | Chief Legal Officer |
| Rule 10b5-1 Arrangement Adopted | true |
| Adoption Date | July 30, 2026 |
| Expiration Date | June 30, 2027 |
| Aggregate Available | 116,700 |