Cogent Biosciences (COGT) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 9, 2026, with voting open until June 8, 2026, at 11:59 PM ET.

• Shareholders can access proxy materials online or request paper/email copies before May 26, 2026.

• Meeting will be held virtually, allowing remote participation and voting.

Voting matters and shareholder proposals

• Election of three Class II director nominees to serve until the 2029 Annual Meeting.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for the year ending December 31, 2026.

• Advisory vote on executive compensation for named executive officers.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Nominees for Class II directors: Dr. Chris Cain, Arlene M. Morris, and Todd Shegog.

• Directors to serve until 2029 or until successors are elected and qualified.