Alpha Cognition (ACOG) holder adds 66,818 shares in March open-market buys

Rhea-AI Filing Summary

Alpha Cognition Inc. insider activity centers on indirect open‑market buying linked to Opaleye entities. Opaleye Management Inc., as investment manager of Opaleye, L.P. and portfolio manager of a separately managed account, may be deemed to beneficially own their holdings but disclaims beneficial ownership beyond its pecuniary interest.

On March 4–5, 2026, Opaleye, L.P. and the managed account purchased a combined 66,818 shares of Alpha Cognition common stock in open‑market transactions. After these trades, Opaleye, L.P. held 2,416,867 shares, and the managed account held 90,000 shares, all reported as indirect ownership.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Opaleye Management Inc.

(Last) (First) (Middle)

ONE BOSTON PLACE, 26TH FLOOR

(Street)

BOSTON MA 02108

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Alpha Cognition Inc. [ ACOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, no par value	03/04/2026		P		19,795	A	$5.8096(3)	2,374,844	I	By Opaleye, L.P.(1)(5)
Common Stock, no par value	03/05/2026		P		42,023	A	$5.7976(4)	2,416,867	I	By Opaleye, L.P.(1)(5)
Common Stock, no par value	03/05/2026		P		5,000	A	$5.7976(4)	90,000	I	By Managed Account(2)(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents securities owned directly by Opaleye, L.P. (the "Fund"). As the investment manager of the Fund, Opaleye Management Inc. may be deemed to beneficially own the securities owned directly by the Fund.

2. Securities owned by a separately managed account (the "Managed Account"). As the portfolio manager of the Managed Account, Opaleye may be deemed to beneficially own the securities owned directly by the Managed Account.

3. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.72 to $5.8689. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price within the range.

4. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.70 to $5.85. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price within the range.

5. Opaleye Management Inc. disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that Opaleye Management Inc. is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	Opaleye Management Inc., By: /s/ James Silverman, President	03/06/2026
	** Signature of Reporting Person	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 4 (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).
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FAQ

What insider transactions did Opaleye Management report for Alpha Cognition (ACOG)?

Opaleye-related entities reported open-market purchases of Alpha Cognition common stock. On March 4–5, 2026, Opaleye, L.P. and a separately managed account bought a combined 66,818 shares, all reported as indirect ownership positions associated with Opaleye Management Inc.

How many Alpha Cognition (ACOG) shares did Opaleye-related entities buy?

They bought a total of 66,818 Alpha Cognition common shares. The transactions included 42,023 and 19,795 shares for Opaleye, L.P., plus 5,000 shares for a managed account, all executed as open-market purchases over March 4–5, 2026.

At what prices were the Alpha Cognition (ACOG) shares purchased by Opaleye entities?

The reported prices are weighted averages around $5.80 per share. Footnotes state March 4 purchases ranged from $5.72 to $5.8689, while March 5 purchases ranged from $5.70 to $5.85, reflecting multiple fills within each daily price range.

How many Alpha Cognition (ACOG) shares do Opaleye-related entities hold after these trades?

After the reported purchases, Opaleye, L.P. held 2,416,867 Alpha Cognition shares. A separately managed account associated with Opaleye held 90,000 shares. Both positions are reported as indirect ownership interests linked to Opaleye Management Inc. as manager or portfolio manager.

Does Opaleye Management Inc. claim full beneficial ownership of its Alpha Cognition (ACOG) holdings?

Opaleye Management Inc. expressly disclaims full beneficial ownership of the reported shares. It states that it may be deemed a beneficial owner through its roles with Opaleye, L.P. and the managed account but disclaims ownership except to the extent of its pecuniary interest.