Opaleye boosts Alpha Cognition (ACOG) stake with late-March share buys

Rhea-AI Filing Summary

Opaleye Management Inc., a 10% owner of Alpha Cognition Inc. (ACOG), reported a series of open-market share purchases in late March 2026. An affiliated fund, Opaleye, L.P., bought 4,182 common shares at $5.59 on March 24, 8,581 shares at a weighted average $5.4281 on March 25, and 7,319 shares at a weighted average $5.2842 on March 26.

Following these transactions, the fund held 2,460,000 Alpha Cognition common shares indirectly through Opaleye, L.P., and a separately managed account held an additional 90,000 shares. The filing notes these holdings are reported indirectly through Opaleye Management Inc., which disclaims beneficial ownership beyond its pecuniary interest.

Form 4 Insider Transactions: What Each Field Means →

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 MASSACHUSETTS 02108

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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

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

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

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	03/24/2026		P		4,182	A	$5.59	2,444,100	I	By Opaleye, L.P.(1)(5)
Common Stock, no par value	03/25/2026		P		8,581	A	$5.4281(3)	2,452,681	I	By Opaleye, L.P.(1)(5)
Common Stock, no par value	03/26/2026		P		7,319	A	$5.2842(4)	2,460,000	I	By Opaleye, L.P.(1)(5)
Common Stock, no par value								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 $5.39 to $5.50. 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 $5.159 to $5.3243. 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	03/26/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

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

Opaleye-related entities reported three open-market purchases of Alpha Cognition common stock in March 2026, totaling 20,082 shares. These trades were executed on March 24, 25, and 26 at prices around $5.28–$5.59 per share, increasing their indirect holdings.

On what dates were Alpha Cognition (ACOG) shares purchased by Opaleye entities?

Purchases were made on March 24, 25, and 26, 2026. Each date saw a separate open-market transaction in Alpha Cognition common stock, all reported under transaction code “P,” which indicates a purchase in the open market rather than a derivative exercise or other non-market event.

How many Alpha Cognition (ACOG) shares does the Opaleye fund hold after these trades?

After the reported purchases, Opaleye, L.P. held 2,460,000 Alpha Cognition common shares indirectly. This figure reflects the fund’s position following the March 26, 2026 transaction and shows the scale of its stake relative to the incremental shares bought in these trades.

What was the price range for Opaleye’s Alpha Cognition (ACOG) purchases?

Reported weighted average purchase prices were $5.59, $5.4281, and $5.2842 per share. The filing notes that some trades were executed in multiple transactions within ranges of $5.39–$5.50 and $5.159–$5.3243, with full price breakdowns available upon request from the reporting person.

How are Opaleye’s Alpha Cognition (ACOG) holdings structured in this filing?

The filing shows Alpha Cognition shares held indirectly through Opaleye, L.P. and a separately managed account. Opaleye, L.P. is reported with 2,460,000 shares, while a managed account holds 90,000 shares, with Opaleye Management Inc. reporting indirect beneficial ownership as investment manager and portfolio manager.

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

Opaleye Management Inc. expressly disclaims beneficial ownership of the reported Alpha Cognition shares beyond its pecuniary interest. The filing states that securities are owned directly by Opaleye, L.P. and a managed account, with Opaleye Management reporting them due to its investment and portfolio management roles.