[Form 4] Cognition Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Cognition Therapeutics director Jack A. Khattar received a grant of 34,000 restricted stock units (RSUs) on June 18, 2025. Following this transaction, Khattar's direct ownership increased to 48,500 shares.

Key details of the RSU grant:

• The RSUs were granted at $0.00 cost basis
• Vesting occurs at the earlier of June 18, 2026 or the next annual stockholder meeting
• Vesting is contingent on continuous service as director
• Each RSU converts to one share of common stock upon settlement

This Form 4 filing, signed by attorney-in-fact John Brendan Doyle, represents a standard equity compensation grant for non-employee directors, aligning the director's interests with shareholders through longer-term equity 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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Khattar Jack A.

(Last) (First) (Middle)

C/O COGNITION THERAPEUTICS, INC.

2500 WESTCHESTER AVE

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COGNITION THERAPEUTICS INC [ CGTX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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	06/18/2025		A		34,000(1)	A	$0.00	48,500	D

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. Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. The RSUs vest in full on the earlier of (i) June 18, 2026 or (ii) on the date of the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

	/s/ John Brendan Doyle, Attorney-in-Fact	06/23/2025
	** 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.

FAQ

How many CGTX shares did director Jack Khattar acquire on June 18, 2025?

Director Jack Khattar acquired 34,000 shares of CGTX in the form of Restricted Stock Units (RSUs) on June 18, 2025. These RSUs were granted at a price of $0.00 per share.

When do Jack Khattar's CGTX RSUs vest?

The RSUs vest in full on the earlier of two dates: (1) June 18, 2026, or (2) the date of Cognition Therapeutics' next annual meeting of stockholders. The vesting is subject to Khattar's continuous service as a director through the applicable vesting date.

What is Jack Khattar's total CGTX share ownership after the June 2025 RSU grant?

Following the RSU grant transaction, Jack Khattar beneficially owns 48,500 shares of Cognition Therapeutics (CGTX) stock directly. This includes both previously held shares and the new RSU grant.

What position does Jack Khattar hold at CGTX?

According to the Form 4 filing, Jack Khattar serves as a Director on the board of Cognition Therapeutics (CGTX). The filing indicates he is not an officer or 10% owner of the company.