COGT 8-K
Cogent Biosciences, Inc. (COGT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On September 1, 2026, Cogent Biosciences, Inc. (the “Company”) entered into a Commercial Supply Agreement (the “Agreement”) with Hovione FarmaCiencia S.A. (“Hovione”) to manufacture bezuclastinib spray-dried dispersion and bezuclastinib tablets (“Product”). The Agreement provides that the Company will purchase Product pursuant to rolling forecasts and will purchase specified minimum percentages of its requirements for each Product from Hovione, which percentages decrease over the term of the Agreement. Each forecast is updated quarterly, with a specified near-term portion binding on both parties and the balance constituting non-binding, good faith estimates subject to specified adjustment limits. The Agreement will remain in effect for an initial five-year term, followed by successive automatic two-year renewals. Either party may terminate the Agreement by written notice delivered a specified period prior to commencement of the applicable renewal term. In addition, either party has the right to terminate the Agreement in certain circumstances, including the other party’s uncured breach, a prolonged force majeure event, insolvency and specified regulatory and legal developments affecting the Product or its manufacture.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by the terms and conditions of the Agreement, which will be filed, with certain confidential information omitted, as an exhibit to the Company’s quarterly report on Form 10-Q for the quarter ending September 30, 2026.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: September 2, 2026 | COGENT BIOSCIENCES, INC. | |||||
| By: | /s/ Evan Kearns | |||||
| Evan Kearns | ||||||
| Chief Legal Officer and Corporate Secretary | ||||||