Alpha Cognition SEC Filings

Alpha Cognition Inc. announced a change in independent auditor following its relocation of principal executive offices to Texas. Manning Elliott LLP resigned on October 10, 2025 due to administrative licensing requirements, as it is licensed in Canada but not in Texas. The company reports no disagreements on accounting principles, disclosure, or audit scope, and Manning Elliott’s audit reports for 2024 and 2023 were unmodified.

The Audit Committee approved the engagement of CBIZ CPAs P.C. as the new independent registered public accounting firm on October 10, 2025. The company states it anticipates a seamless transition and filed Manning Elliott’s SEC letter as Exhibit 16.1, confirming agreement with the company’s statements.

Alpha Cognition Inc. received a Schedule 13G reporting that Opaleye Management Inc., Opaleye, L.P. and James Silverman together beneficially own 1,875,142 shares of Alpha Cognition common stock, representing 8.97% of the class based on 20,902,104 shares outstanding as cited. The filing shows no sole voting or dispositive power; instead the holders report shared voting and shared dispositive power over the reported shares. The statement clarifies the Adviser–Fund relationship and that Mr. Silverman exercises control over the Adviser, and includes a certification that the stake was not acquired to change control. Signatures are dated 10/03/2025 and the issuer address is listed in Grapevine, Texas.

Alpha Cognition Inc. is registering securities on Form S-3 and discloses recent commercial, licensing and corporate developments. The company announced the commercial launch of ZUNVEYL (benzgalantamine) on March 19, 2025, a U.S.-approved treatment for mild-to-moderate Alzheimer’s disease. On January 8, 2025, Alpha Cognition entered an exclusive license with China Medical System Holdings Limited covering Asia (ex-Japan), Australia and New Zealand with aggregate deal terms of $44 million, including $6 million in upfront payments and eligibility for royalties; CMS will handle regulatory, development, manufacturing and commercialization in those territories. On January 14, 2025 the company made four strategic commercial and medical hires. As of August 22, 2025, several European, Canadian and Australian patents derived from WO2009127218 and WO2014016430 are abandoned or in the process of abandonment. Financial disclosure items include net tangible book value per share of $1.97 as of June 30, 2025, and material potential dilution from warrants, preferred conversions and options (multi-million share totals disclosed).

Alpha Cognition director Robert Wills purchased 15,000 shares of common stock in open market transactions on 08/18/2025. The filing shows a weighted average price of $8.4885 per share, with individual trade prices ranging from $8.15 to $8.86. After the purchases the reporting person beneficially owns 15,000 shares. The Form 4 was filed by one reporting person and identifies the purchase as an open market acquisition; the filer agrees to provide transaction-level price details on request.

Alpha Cognition director Phillip Joseph Mertz reported a sale of 27,778 common shares on 08/18/2025 at a reported price of $9 per share. After the transaction he beneficially owns 22,462 shares directly and 12,560 shares indirectly through Mertz Holdings. The Form 4 includes a standard disclaimer that the reporting person disclaims beneficial ownership except to the extent of pecuniary interest, and it is signed by Phillip Mertz on 08/20/2025.

Leonard Mertz, a director of Alpha Cognition Inc. (ACOG), reported insider transactions dated 08/18/2025. The filing shows a purchase of 27,778 common shares at $9.00 per share and a separate disposition of 138,495 common shares. After the purchase, 121,503 shares were reported as beneficially owned indirectly by The Len Mertz Trust. The Form 4 is signed 08/20/2025.