COMPUGEN LTD
For the period ended Aug 3, 2026. Filed Aug 3, 2026.
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Aug 3, 2026 · Filed Aug 3, 2026
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Contents
EX-99.1 · ● Changes in Section 3.4 – Equity-Based Compensation
Changes in Section 3.4 – Equity-Based Compensation
The Amended Compensation Policy provides that equity-based awards to officers, other than awards granted under the employee share purchase plan, will be subject to a minimum one-year cliff vesting period. This update formalizes the Company’s existing practice and reflects market convention for clinical-stage biotechnology companies of the Company’s size and profile.
Other than as stated above, the Compensation Committee and Board believe that the Amended Compensation Policy, which is the Compensation Policy in its current form as amended to reflect the changes detailed above, provides the right balance between setting a clear framework and boundaries for executive compensation, while addressing the competitive environment for talent in the Company’s industry. The Amended Compensation Policy aligns the interests of the executive officers and non-executive directors of the Company with the long-term growth of the Company and our shareholders’ interests and is adequate to allow successful execution of the currently contemplated strategic plans of the Company.
“RESOLVED that the Amended Compensation Policy in the form attached hereto asExhibit A be, and hereby is, approved and adopted.”
ITEM NO. 3
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