Welcome to our dedicated page for Alpha Cognition SEC filings (Ticker: ACOG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Alpha Cognition Inc. filings document the regulatory record of a British Columbia biopharmaceutical issuer with no-par-value common shares listed on Nasdaq under ACOG. The disclosures identify the company as an emerging growth company and cover formal reporting around ZUNVEYL commercialization, financial results, operational updates, and capital and compensation arrangements.
Recent Form 8-K filings address results of operations, Regulation FD disclosures, board appointments and departures, equity awards under incentive plans, and material agreements tied to legacy Memogain asset and license obligations. Proxy materials describe annual general meeting matters, including director elections, board size, auditor appointment, shareholder voting procedures, and accompanying annual financial statement materials.
Alpha Cognition Inc. officer Henry Huy Du, VP Finance and Accounting, reported equity awards dated January 9, 2026. He acquired 20,579 common shares at a price of $0, reported as restricted stock units that vest one‑third on January 9, 2027, one‑third on January 9, 2028, and one‑third on January 9, 2029. He also received 15,982 common share options with an exercise price of $6.56 per share, vesting one‑third on January 9, 2027 and the remainder in equal quarterly installments, and expiring on January 9, 2036. After these grants, he beneficially owns 20,579 common shares and 15,982 options, all held directly.
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. 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. 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.
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.
Alpha Cognition director Leonard Powell Mertz reported an insider share purchase. On 08/18/2025, an entity described as The Len Mertz Trust bought 27,778 Alpha Cognition common shares in an open-market transaction at $9 per share.
After this trade, the trust held 121,503 common shares indirectly for Mertz, while he also reported 138,495 common shares held directly. This filing shows both his indirect holdings through the trust and his directly owned stake in Alpha Cognition Inc.