Every 8-K that Alpha Cognition Inc. (ACOG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ACOG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ACOG filings page.
Alpha Cognition Inc. reported results from its 2026 annual meeting and a board leadership change. The board appointed Dr. Robert Wills as non-executive Chair, filling the vacancy created when Len Mertz did not stand for re-election.
As of the April 24, 2026 record date, 21,774,104 common shares and 316,655 preferred shares were issued, outstanding and entitled to vote. At the meeting, 10,535,277 shares were represented in person or by proxy, establishing a quorum. Shareholders approved setting the board size at six directors, elected all six nominees, and ratified CBIZ CPAs P.C. as the company’s independent registered public accounting firm for the ensuing year.
Alpha Cognition Inc. filed an amended report to update details about director Bethany Sensenig’s board roles. On April 28, 2026, the Board appointed her to the Audit Committee and the Governance and Nomination Committee. Following the annual meeting of shareholders on June 16, 2026, she will become Chair of the Audit Committee.
Alpha Cognition Inc. appointed Bethany Sensenig to its board of directors effective April 15, 2026. She brings senior finance and operations experience from roles at Radius Health, 9 Meters Biopharma, Minovia Therapeutics, and a 13-year career at Biogen with P&L responsibility over about $1 billion in annual revenue across 30 countries.
As a non-employee director, she will be compensated under the company’s standard policy and received an initial equity grant of 5,489 restricted stock units and 6,991 stock options, with an exercise price of $6.65 per share. Both the RSUs and options vest one year after the grant date. The company states there are no arrangements, family relationships, or related-party transactions linked to her appointment.
Alpha Cognition Inc. entered into a settlement agreement with Galantos Pharma GmbH to eliminate future contingent payment obligations tied to the Memogain asset and technology agreements. The company will make a one-time payment of EUR 5,214,220 to fully satisfy remaining royalty and milestone-related obligations under the Original Agreement.
In exchange for this lump-sum payment, Galantos will waive and release all related claims against Alpha Cognition and its affiliates. The settlement amount is described as representing an approximate 40% discount to the estimated market value of the remaining obligations, based on management’s assessment of projected future payments and comparable market benchmarks.
Alpha Cognition Inc. set the date for its 2026 Annual General Meeting of Shareholders. The meeting will be held on June 16, 2026 in Texas. Shareholders of record on April 24, 2026 will be entitled to receive notice of, and vote at, the meeting.
The same April 24, 2026 date applies for voting and beneficial ownership determination. The company will use notice-and-access for both registered and beneficial holders, meaning proxy-related materials will be provided electronically, with no issuer-paid delivery to objecting beneficial owners.
Alpha Cognition Inc. reported its fourth quarter and full-year 2025 results, highlighting early commercial traction for Alzheimer’s drug ZUNVEYL. Full-year 2025 revenue was $10.2 million, including $6.8 million in net product sales and $3.4 million in licensing revenue. Fourth-quarter 2025 ZUNVEYL net product revenue reached $2.5 million.
Bottles dispensed in the fourth quarter rose 62% sequentially to 4,941, with December the strongest month since launch. Year-end 2025 cash and cash equivalents were $66.0 million, up from $48.5 million a year earlier, supporting the company’s goal of reaching operational profitability in 2027. The company reported a 2025 net loss of $20.7 million, compared with $14.8 million in 2024, as selling, general and administrative expenses increased to $29.1 million to support commercialization.
Alpha Cognition Inc. reported that director Len Mertz has informed the board that he will not stand for re-election at the company’s 2026 annual meeting. He will continue to serve as a board member until that meeting, when his current term expires.
The company stated that Mr. Mertz’s decision is not due to any disagreement with Alpha Cognition regarding its operations, policies, or practices. The filing focuses solely on this planned board transition and does not announce other business or financial changes.
Alpha Cognition Inc. reported that its Compensation Committee granted new equity awards to senior executives under the 2025 Stock and Incentive Plan on January 9, 2026. These long-term incentives are structured as a mix of restricted stock units (RSUs), stock options, and, for the CEO, performance-based share units.
Chief Executive Officer Michael McFadden received 190,549 RSUs vesting in three equal annual installments from January 9, 2027 to January 9, 2029, 177,576 stock options vesting one-third on January 9, 2027 and quarterly thereafter, and 76,220 performance share units that can vest over two years if the share price reaches levels from $12.00 up to $28.00 for specified trading periods. Chief Operating Officer Lauren D’Angelo received 137,195 RSUs and 106,545 stock options with similar time-based vesting, while Interim Chief Financial Officer Henry Du received 20,579 RSUs and 15,982 stock options on the same vesting schedule.
Alpha Cognition Inc. (ACOG) reported an auditor transition following its move of principal executive offices to Texas. On October 10, 2025, Manning Elliott LLP resigned as independent registered public accounting firm due to licensing requirements in Texas.
The company states there were no disagreements with Manning Elliott on accounting, disclosure, or audit scope, and no reportable events under Regulation S‑K Item 304. Manning Elliott’s prior reports for fiscal years ended December 31, 2024 and 2023 contained no adverse or disclaimed opinions and were not qualified.
With Audit Committee approval on October 10, 2025, Alpha Cognition engaged CBIZ CPAs P.C., a U.S.-licensed, independent registered public accounting firm, and expects a seamless transition.
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. entered into an underwriting agreement to sell 4,651,516 common shares at $6.25 per share and pre-funded warrants to purchase up to 948,484 common shares at a public price of $6.249 per warrant with a $0.001 exercise price. The company granted the underwriter a 30‑day option to buy up to 840,000 additional common shares at the same public offering price, with closing expected on or about October 2, 2025, subject to customary conditions.
Alpha Cognition expects gross proceeds of approximately $35.0 million, before fees and expenses. The company plans to use the net proceeds to accelerate commercial launch, focusing on sales expansion, marketing, and strengthening payer coverage and reimbursement infrastructure in the Alzheimer’s treatment market. Directors and executive officers agreed to 75‑day lock‑ups restricting share sales after the offering closes.
Alpha Cognition Inc. entered into an at-the-market offering agreement with H.C. Wainwright & Co., LLC, allowing the company to sell common shares from time to time with an aggregate gross sales value of up to US$75.0 million. Under this arrangement, Wainwright will act as sales agent and use commercially reasonable efforts to execute sales based on the company’s instructions, earning a commission of up to 3.0% of the gross sales price of shares sold.
Sales may be conducted as at-the-market offerings on the Nasdaq Capital Market or through ordinary brokers’ transactions as permitted under Rule 415 of the Securities Act. Alpha Cognition is not obligated to sell any shares and may suspend or terminate the program at any time.