RSU grant lifts Cognition Therapeutics (CGTX) director Peggy Wallace’s holdings

Rhea-AI Filing Summary

Wallace Peggy reported acquisition or exercise transactions in this Form 4 filing.

Cognition Therapeutics director Peggy Wallace received an equity grant tied to future stock. She was awarded 25,000 restricted stock units (RSUs), each representing a contingent right to receive one share of common stock. The RSUs vest in full on the earlier of June 17, 2027, or the company’s next annual stockholder meeting, if she continues serving as a director. Following this grant, her directly held position reported in the filing is 111,461 shares. This is a compensation-related award rather than an open-market purchase.

Insights

Equity compensation analyst

Routine director RSU grant that increases equity alignment without new cash outlay.

The filing shows director Peggy Wallace receiving 25,000 RSUs for board service. RSUs are stock-based compensation that vest over time, here in full by the earlier of June 17, 2027 or the next annual meeting, contingent on continued service.

This is a non-cash award at a stated price of $0.0000 per share, typical for director compensation. After the grant, Wallace’s reported direct holdings total 111,461 shares, so the award is meaningful but not unusually large. As a standard governance practice, it is neutral from a thesis perspective.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Wallace Peggy

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	25,000	$0.00	--

Holdings After Transaction: Common Stock — 111,461 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 25,000 RSUs Grant price: $0.0000 per share Holdings after grant: 111,461 shares +1 more

4 metrics

RSU grant size 25,000 RSUs Award to director Peggy Wallace on June 17, 2026

Grant price $0.0000 per share Stated price for RSU award

Holdings after grant 111,461 shares Direct common stock holdings following transaction

Vesting date trigger June 17, 2027 Latest possible full vesting date for RSUs

Key Terms

restricted stock unit, RSU, contingent right, vest in full, +1 more

5 terms

restricted stock unit financial

"Each share is represented by a restricted stock unit ("RSU")."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

RSU financial

"Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement."

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

contingent right financial

"Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement."

vest in full financial

"The RSUs vest in full on the earlier of (i) June 17, 2027 or (ii) on the date of the Issuer's next annual meeting of stockholders"

continuous service financial

"subject to the Reporting Person's continuous service as a director as of the applicable vesting date."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/22/2026 - 05:14 PM Accepted by SEC EDGAR 06/22/2026 - 05:14 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

Wallace Peggy

(Last) (First) (Middle)

C/O COGNITION THERAPEUTICS INC

2500 WESTCHESTER AVE.

(Street)

PURCHASE NEW YORK 10577

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026

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	06/17/2026		A		25,000(1)	A	$0.00	111,461	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 17, 2027 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	06/22/2026
	** 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 did Cognition Therapeutics (CGTX) disclose about Peggy Wallace’s latest equity grant?

Cognition Therapeutics disclosed that director Peggy Wallace received 25,000 restricted stock units (RSUs). Each RSU represents a contingent right to one share of common stock, vesting based on continued board service to a specified future date or the next annual meeting.

How many Cognition Therapeutics (CGTX) shares does Peggy Wallace hold after this Form 4?

After the reported RSU grant, Peggy Wallace’s directly held position is 111,461 shares of Cognition Therapeutics common stock. This reflects her updated holdings as of the transaction date, providing context for the scale of the new equity award relative to her existing stake.

When do Peggy Wallace’s 25,000 Cognition Therapeutics (CGTX) RSUs vest?

The 25,000 RSUs granted to Peggy Wallace vest in full on the earlier of June 17, 2027, or the date of Cognition Therapeutics’ next annual stockholder meeting. Vesting is conditioned on her continuous service as a director through the applicable vesting date under the award terms.

Is Peggy Wallace’s Cognition Therapeutics (CGTX) RSU grant an open‑market stock purchase?

No, the Form 4 shows a grant under code “A,” meaning an award or other acquisition, not an open‑market buy. The RSUs were granted at a stated price of $0.0000 per share as compensation, subject to future vesting, rather than being purchased in the market.

What does each RSU represent in Peggy Wallace’s Cognition Therapeutics (CGTX) award?

Each restricted stock unit granted to Peggy Wallace represents a contingent right to receive one share of Cognition Therapeutics common stock upon settlement. Actual share delivery occurs only after the RSUs vest in accordance with the service‑based conditions specified in the award terms.