Compugen Ltd. — Director's Dealing 2026

Mar 18, 2026

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934

or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Mahler Michelle (Last) (First) (Middle) C/O COMPUGEN LTD. 26 HAROKMIM STREET (Street) HOLON 5885849 (City) (State) (Zip/Postal Code) ISRAEL (Country)
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Table I – Non-Derivative Securities Beneficially Owned
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1. Title of Security (Instr. 4)
Ordinary Shares
Table II – Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)
	Date Exercisable
Share Option (right to buy)	(2)
Share Option (right to buy)	(3)
Share Option (right to buy)	(4)

Explanation of Responses:

1. Includes 20,122 restricted stock units ("RSUs"). 6,622 RSUs vest in 11 equal quarterly installments commencing on March 31, 2026; and 13,500 RSUs vest 25% on September 30, 2026 and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
2. This option vested 50% on December 31, 2025 and the remainder vested or vests in 8 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
3. This option vested 25% on September 30, 2025 and the remainder vested or vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.
4. This option vests 25% on September 30, 2026 and the remainder vests in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer.

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's/ Michelle Mahler
** Signature of Reporting Person
03/18/2026
Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

• If the form is filed by more than one reporting person, see Instruction 5(b)(v).
  ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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