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COGENT BIOSCIENCES INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and COGENT BIOSCIENCES INC.’s Form 8-K, filed 2024-06-05 (Item 5.07 on EDGAR). Page generated 02 October 2026.

7Reported items
162Asset managers
1,314Fund votes
2024-06-05Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore COGENT BIOSCIENCES INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by COGENT BIOSCIENCES INC.

These tallies are COGENT BIOSCIENCES INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-05 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

COGENT BIOSCIENCES INC. — official shareholder meeting results, meeting held 2024-06-05
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: • Andrew Robbins	67,815,951	--	--	8,532,411	3,198,670	Majority: yes
Elect Director: • Peter Harwin	51,730,466	--	--	24,617,896	3,198,670	Majority: yes

Source: COGENT BIOSCIENCES INC., Form 8-K, filed with the SEC on 2024-06-05 — read the filing on EDGAR.

How asset managers voted at the COGENT BIOSCIENCES INC. 2023-2024 meeting

Each item below shows how the 162 asset managers that disclosed a COGENT BIOSCIENCES INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of COGENT BIOSCIENCES INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Approval, on a non-binding, advisory basis, of the compensation of the Company's named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Combines 7 wordings of this item as funds reported it.

93% fund support · no official result

FOR 87%

The 160 asset managers below cast 93% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the company's reported shares outstanding.

FOR: 87.0%AGAINST: 6.1%ABSTAIN: 6.8%

Largest asset managers voting on “Approval, on a non-binding, advisory basis, of the compensation of the Company's named executive officers.” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Fidelity	15,237,741	0	0	For
State Street	11,649,700	24,826	0	For
TCG Crossover Management, LLC	6,964,375	0	0	For
Kynam Capital Management, LP	0	0	6,643,660	Abstain
COMMODORE CAPITAL LP	6,425,000	0	0	For
Point72	6,093,556	0	0	For
Vanguard	5,776,807	0	0	For
Fairmount Funds Management LLC	4,725,641	0	0	For
VR Adviser, LLC	4,684,167	0	0	For
BlackRock	3,982,688	10,891	0	For
Redmile Group, LLC	0	2,612,602	0	Against
Vivo Capital, LLC	2,244,941	0	0	For
DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C)	1,534,345	0	0	For
GEODE CAPITAL MANAGEMENT, LLC	1,389,439	0	0	For
Charles Schwab	0	1,247,328	0	Against
Sofinnova Investments, Inc.	1,228,595	0	0	For
Dimensional	0	1,116,835	0	Against
Nuveen	1,032,091	0	0	For
TIAA	1,028,047	0	0	For
Saturn V Capital Management LP	746,906	0	0	For
5AM Venture Management, LLC	710,491	0	0	For
SILVERARC CAPITAL MANAGEMENT, LLC	689,787	0	0	For
Nantahala Capital Management, LLC	587,955	0	0	For
PERCEPTIVE ADVISORS LLC	583,333	0	0	For
Direxion Shares ETF Trust	527,723	0	0	For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

2. Advisory vote to determine the frequency of future advisory votes on the compensation of the Company's named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Combines 6 wordings of this item as funds reported it.

99.9% fund support · no official result

ONE YEAR 87%10%

The 157 asset managers below cast 99.9% of the shares they voted on this item FOR (1,049,631 for, 50 against).

FOR: 1,049,631 (1.2%)AGAINST: 50 (0.0%)ONE YEAR: 78,664,187 (87.0%)1 YEAR: 9,284,918 (10.3%)THREE YEARS: 1,124,301 (1.2%)1-YEAR: 283,507 (0.3%)3 YEARS: 24,968 (0.0%)UNKNOWN: 9 (0.0%)

Largest asset managers voting on “Advisory vote to determine the frequency of future advisory votes on the compensation of the Company's named e” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Vote
Fidelity	0	One Year
State Street	0	One Year
TCG Crossover Management, LLC	0	One Year
COMMODORE CAPITAL LP	0	One Year
Point72	0	One Year
Vanguard	0	One Year
Fairmount Funds Management LLC	0	One Year
VR Adviser, LLC	0	One Year
BlackRock	0	One Year
Redmile Group, LLC	0	1 Year
Vivo Capital, LLC	0	One Year
DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C)	0	1 Year
GEODE CAPITAL MANAGEMENT, LLC	0	One Year
Charles Schwab	0	1 Year
Sofinnova Investments, Inc.	0	One Year
Dimensional	0	Three Years
Nuveen	0	One Year
TIAA	0	One Year
Saturn V Capital Management LP	746,906	For
5AM Venture Management, LLC	0	1 Year
SILVERARC CAPITAL MANAGEMENT, LLC	0	One Year
Nantahala Capital Management, LLC	0	1 Year
PERCEPTIVE ADVISORS LLC	0	1 Year
Direxion Shares ETF Trust	0	One Year
Rafferty Asset Management, LLC	0	One Year

Showing the 25 largest of 157 asset managers. See all 157 in the interactive database.

3. Approval of an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of the Company's common stock from 150,000,000 to 300,000,000.

CAPITAL STRUCTURE

Combines 3 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 50 asset managers below cast 100% of the shares they voted on this item FOR (25,653,246 for, 0 against).

FOR: 25,653,246 (100.0%)

Largest asset managers voting on “Approval of an amendment to the Company's Certificate of Incorporation to increase the number of authorized sh” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Vote
Fidelity	8,271,448	For
Vanguard	5,618,966	For
State Street	5,146,412	For
BlackRock	1,942,864	For
TIAA	1,028,047	For
Dimensional	1,012,210	For
Charles Schwab	623,664	For
Direxion Shares ETF Trust	527,723	For
Delaware/Macquarie	230,000	For
Equitable	213,574	For
QUANTITATIVE MASTER SERIES LLC	157,273	For
ProShares	124,540	For
Exchange Place Advisors Trust	98,480	For
Lincoln Financial	77,866	For
New York Life	54,499	For
American Century	52,029	For
Northern Trust	43,606	For
AIG/SunAmerica	40,935	For
Global X	36,487	For
Pacific Life	31,430	For
John Hancock	31,131	For
JPMorgan	28,097	For
Voya	27,320	For
Jackson National	24,920	For
Bridge Builder Trust	23,655	For

Showing the 25 largest of 50 asset managers. See all 50 in the interactive database.

4. Election of the two Class III director nominees to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Andrew Robbins

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%

FOR: 67,815,951WITHHELD: 8,532,411

COGENT BIOSCIENCES INC.’s own tally for this item (“Elect Director: • Andrew Robbins”): 67,815,951 for, 8,532,411 withheld, per its Form 8-K filed 2024-06-05 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 95,613,396 outstanding shares: 71% for, 9% withheld (80% of the company cast a for/withheld vote).

The 50 asset managers below cast 100% of the shares they voted on this item FOR (17,642,985 for, 0 against).

FOR 69%ABSTAIN 31%

FOR: 17,642,985 (68.8%)ABSTAIN: 8,010,261 (31.2%)

Largest asset managers voting on “Election of the two Class III director nominees to serve until the 2027 Annual Meeting of Stockholders and unt” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Abstain	Vote
Fidelity	1,311,591	6,959,857	Abstain
Vanguard	5,618,966	0	For
State Street	5,140,604	5,808	For
BlackRock	1,942,864	0	For
TIAA	1,028,047	0	For
Dimensional	0	1,012,210	Abstain
Charles Schwab	623,664	0	For
Direxion Shares ETF Trust	527,723	0	For
Delaware/Macquarie	230,000	0	For
Equitable	213,574	0	For
QUANTITATIVE MASTER SERIES LLC	157,273	0	For
ProShares	124,540	0	For
Exchange Place Advisors Trust	98,480	0	For
Lincoln Financial	70,400	7,466	For
New York Life	54,499	0	For
American Century	52,029	0	For
Northern Trust	43,606	0	For
AIG/SunAmerica	40,935	0	For
Global X	36,487	0	For
Pacific Life	31,430	0	For
John Hancock	31,131	0	For
JPMorgan	28,097	0	For
Voya	27,320	0	For
Jackson National	0	24,920	Abstain
Bridge Builder Trust	23,655	0	For

Showing the 25 largest of 50 asset managers. See all 50 in the interactive database.

5. Election of the two Class III director nominees to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Peter Harwin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

68% Majority: yes · of votes cast

FOR 68%WITHHELD 32%

FOR: 51,730,466WITHHELD: 24,617,896

COGENT BIOSCIENCES INC.’s own tally for this item (“Elect Director: • Peter Harwin”): 51,730,466 for, 24,617,896 withheld, per its Form 8-K filed 2024-06-05 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 95,613,396 outstanding shares: 54.1% for, 26% withheld (80% of the company cast a for/withheld vote).

The 50 asset managers below cast 100% of the shares they voted on this item FOR (10,981,647 for, 0 against).

FOR 43%ABSTAIN 57%

FOR: 10,981,647 (42.8%)ABSTAIN: 14,671,599 (57.2%)

Largest asset managers voting on “Election of the two Class III director nominees to serve until the 2027 Annual Meeting of Stockholders and unt” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Abstain	Vote
Fidelity	1,310,441	6,961,007	Abstain
Vanguard	5,618,966	0	For
State Street	55,973	5,090,439	Abstain
BlackRock	1,942,864	0	For
TIAA	1,028,047	0	For
Dimensional	0	1,012,210	Abstain
Charles Schwab	623,664	0	For
Direxion Shares ETF Trust	0	527,723	Abstain
Delaware/Macquarie	0	230,000	Abstain
Equitable	141,374	72,200	For
QUANTITATIVE MASTER SERIES LLC	157,273	0	For
ProShares	0	124,540	Abstain
Exchange Place Advisors Trust	0	98,480	Abstain
Lincoln Financial	0	77,866	Abstain
New York Life	0	54,499	Abstain
American Century	0	52,029	Abstain
Northern Trust	0	43,606	Abstain
AIG/SunAmerica	0	40,935	Abstain
Global X	0	36,487	Abstain
Pacific Life	31,430	0	For
John Hancock	0	31,131	Abstain
JPMorgan	0	28,097	Abstain
Voya	0	27,320	Abstain
Jackson National	0	24,920	Abstain
Bridge Builder Trust	23,655	0	For

Showing the 25 largest of 50 asset managers. See all 50 in the interactive database.

6. Ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024.

AUDIT-RELATED

Combines 3 wordings of this item as funds reported it.

99.9% fund support · no official result

FOR 99.9%

The 50 asset managers below cast 99.9% of the shares they voted on this item FOR (25,644,150 for, 9,096 against).

FOR: 25,644,150 (100.0%)AGAINST: 9,096 (0.0%)

Largest asset managers voting on “Ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public acc” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Against	Vote
Fidelity	8,271,448	0	For
Vanguard	5,618,966	0	For
State Street	5,137,520	8,892	For
BlackRock	1,942,864	0	For
TIAA	1,028,047	0	For
Dimensional	1,012,210	0	For
Charles Schwab	623,664	0	For
Direxion Shares ETF Trust	527,723	0	For
Delaware/Macquarie	230,000	0	For
Equitable	213,574	0	For
QUANTITATIVE MASTER SERIES LLC	157,273	0	For
ProShares	124,540	0	For
Exchange Place Advisors Trust	98,480	0	For
Lincoln Financial	77,866	0	For
New York Life	54,499	0	For
American Century	52,029	0	For
Northern Trust	43,606	0	For
AIG/SunAmerica	40,935	0	For
Global X	36,487	0	For
Pacific Life	31,430	0	For
John Hancock	31,131	0	For
JPMorgan	28,097	0	For
Voya	27,320	0	For
Jackson National	24,920	0	For
Bridge Builder Trust	23,655	0	For

Showing the 25 largest of 50 asset managers. See all 50 in the interactive database.

7. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

28% fund support · no official result

FOR 28%AGAINST 72%

The 2 asset managers below cast 28% of the shares they voted on this item FOR (31,105 for, 78,073 against).

FOR: 31,105 (28.5%)AGAINST: 78,073 (71.5%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at COGENT BIOSCIENCES INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
ALGERT GLOBAL LLC	0	78,073	0	0	Against
JPMorgan	31,105	0	0	0	For

Largest COGENT BIOSCIENCES INC. shareholders voting in 2023-2024

Ranked by the number of COGENT BIOSCIENCES INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 95,613,396 shares outstanding at the time of that meeting.

Top COGENT BIOSCIENCES INC. shareholders by shares voted, 2023-2024
#	Asset manager	% of shares outstanding
1	Fidelity	15.94%
2	State Street	12.21%
3	TCG Crossover Management, LLC	7.28%
4	Kynam Capital Management, LP	6.95%
5	COMMODORE CAPITAL LP	6.72%
6	Point72	6.37%
7	Vanguard	6.04%
8	Fairmount Funds Management LLC	4.94%
9	VR Adviser, LLC	4.90%
10	BlackRock	4.18%

Reported COGENT BIOSCIENCES INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

COGENT BIOSCIENCES INC. beneficial owners on record for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
FMR (Fidelity)	23.44%	13F
Venrock Healthcare Capital Partners II, L.P.	12.05%	13G
Entities affiliated with FMR LLC	11.12%	DEF14A
BlackRock	10.85%	13F
Entities affiliated with Fairmount Funds Management LLC	10.44%	DEF14A
Entities affiliated with Kynam Capital Management, LP	8.90%	DEF14A
Vanguard Group	8.11%	13F
State Street	7.98%	13F
Entities affiliated with Venrock Healthcare Capital Partners II, L.P.	7.21%	DEF14A
Entities affiliated with BlackRock, Inc.	7.07%	DEF14A

Percentages above are of 95,613,396 shares outstanding, as reported by COGENT BIOSCIENCES INC. on its Form 10-Q dated 2024-03-31 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from COGENT BIOSCIENCES INC.’s 10-Q dated 2024-03-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At COGENT BIOSCIENCES INC.'s shareholder meeting held 2024-06-05, in the 2023-2024 proxy season, 162 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,314 separate fund positions. Their filings are grouped here into 7 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. COGENT BIOSCIENCES INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Approval, on a non-binding, advisory basis, of the compensation of the Company's named… — the reporting funds cast 93% of the shares they voted in favour (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

COGENT BIOSCIENCES INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.