Cognition is often modeled in terms of abstract reasoning and neural computation, yet a growing body of theoretical and experimental work suggests that the roots of cognition lie in fundamental embodied regulatory processes. This article presents a theory of cognition grounded in sensing, feeling, and affect—capacities that precede neural systems and are observable in even the simplest living organisms. Based on the info-computational framework, this entry outlines how cognition and proto-subjectivity co-emerge in biological systems. Embodied appraisal—the system’s ability to evaluate internal and external conditions in terms of valence (positive/negative; good/bad)—and the capacity to regulate accordingly are described as mutually constitutive processes observable at the cellular level. This concept reframes cognition not as abstract symbolic reasoning but as value-sensitive, embodied information dynamics resulting from self-regulating engagement with the environment that spans scales from unicellular organisms to complex animals. In this context, information is physically instantiated, and computation is the dynamic, self-modifying process by which organisms regulate and organize themselves. Cognition thus emerges from the dynamic coupling of sensing, internal evaluation, and adaptive morphological (material shape-based) activity. Grounded in findings from developmental biology, bioelectric signaling, morphological computation, and basal cognition, this account situates intelligence as an affect-driven regulatory capacity intrinsic to biological life. While focused on biological systems, this framework also offers conceptual insights for developing more adaptive and embodied forms of artificial intelligence. Future experiments with minimal living systems or synthetic agents may help operationalize and test the proposed mechanisms of proto-subjectivity and affect regulation.