Welcome to our dedicated page for Cingulate SEC filings (Ticker: CING), 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.
The Cingulate Inc. (CING) SEC filings page on Stock Titan provides organized access to the company’s public disclosures as filed with the U.S. Securities and Exchange Commission. As a Nasdaq Capital Market–listed biopharmaceutical company, Cingulate uses its SEC reports to describe progress of its Precision Timed Release™ (PTR™) platform, regulatory milestones for its lead ADHD candidate CTx-1301, and key financing and governance events.
Here you can review Form 8-K current reports that detail material events such as FDA acceptance of the New Drug Application for CTx-1301 with a May 31, 2026 PDUFA target action date, commercial supply agreements with Bend Bio Sciences, purchase agreements with Lincoln Park Capital, and promissory note financings with Avondale Capital. 8-K filings also summarize quarterly earnings press releases, special stockholder meeting results, and executive or board-level changes.
When available, annual reports on Form 10-K and quarterly reports on Form 10-Q provide broader discussion of Cingulate’s business, PTR technology, risk factors, and financial statements. These filings are particularly relevant for understanding the company’s clinical-stage status, R&D spending on CTx-1301 and other candidates in anxiety and neuropsychiatric indications, and its capital structure.
Investors interested in ownership and compensation matters can also monitor proxy statements and, where applicable, Form 4 insider transaction reports to see how directors and officers transact in CING securities. Stock Titan’s platform enhances these documents with AI-powered summaries that explain complex sections, highlight key terms in financing agreements, and surface important dates such as NDA submissions and PDUFA deadlines. Real-time updates from EDGAR ensure that new Cingulate filings, from 8-Ks to periodic reports, appear promptly with plain-language explanations to support deeper analysis of CING’s regulatory and financial disclosures.
Cingulate Inc. chief executive Shane J. Schaffer reported a stock-based compensation event. He received 6,862 shares of common stock on 2026-03-09 under Cingulate’s 2021 Omnibus Equity Incentive Plan as part of his 2025 bonus. To cover tax obligations on this grant, 2,959 shares were withheld, which reduced his directly held common stock to 4,076 shares after these transactions.
In addition to these direct holdings, the report lists 10,175 shares of common stock held indirectly through Fountainhead Shrugged, LLC. Schaffer disclaims beneficial ownership of these indirectly held shares except to the extent of his pecuniary interest.
Cingulate Inc. reported that EVP and CFO Jennifer L. Callahan received a grant of 15,329 shares of common stock on March 9, 2026 as part of her 2025 bonus under the 2021 Omnibus Equity Incentive Plan. Of this grant, 6,427 shares were withheld to cover tax obligations, leaving her with 13,961 shares of common stock held directly after these transactions. The activity reflects a compensation-related stock award combined with tax withholding, not an open-market purchase or sale.
Cingulate Inc. executive Nilay Dahyabhai Patel, EVP, CLO and CCO, received a grant of 5,475 shares of common stock on March 9, 2026. The shares were awarded under Cingulate’s 2021 Omnibus Equity Incentive Plan as part of Patel’s 2025 bonus. To cover related tax obligations, 2,086 shares otherwise issuable were withheld, leaving Patel with 3,389 shares of common stock held directly after these transactions.
Cingulate Inc. reported that EVP and Chief Medical Officer Matthew Brams received a grant of 4,526 shares of common stock on March 9, 2026. The shares were granted under the company’s 2021 Omnibus Equity Incentive Plan as part of his 2025 bonus.
On the same date, 1,025 shares of common stock were withheld to cover his tax obligations related to this grant. After these transactions, Brams directly holds 8,157 shares of common stock. The withholding is a tax payment mechanism, not an open-market sale.
Cingulate Inc. is holding a virtual special stockholder meeting on March 24, 2026 to vote on approving the issuance of common stock tied to a recent private financing and on a possible adjournment of the meeting if votes are insufficient.
The vote would allow conversion of 954 shares of 12% Series A convertible preferred stock and the exercise of a warrant for 1,869,415 common shares, following a $12.0 million private placement that also included 2,147,472 common shares. At a $5.04 conversion and exercise price, this could add about 189,286 conversion shares plus the warrant shares, totaling roughly 19.1% of post‑placement shares.
The lead investor group, managed by Falcon Creek, acquired 2,049,222 common shares, all preferred shares and most warrant shares in the deal and could own about 32.7% of common stock on an as‑converted basis, with the right to designate two of seven directors if stockholders approve the issuance. If the proposal fails, the preferred stock continues accruing 12% annual cumulative dividends and retains its liquidation preference, the warrants cannot be exercised, and the company must call additional meetings every three months until approval.
Cingulate Inc. is asking shareholders to approve the issuance of common stock that would result from conversion of its Series A Convertible Preferred Stock and/or exercise of warrants issued in a private placement under a Purchase Agreement dated January 27, 2026.
The Private Placement raised aggregate gross proceeds of approximately $12,000,000 and closed in February 2026. Upon approval, conversion of the Preferred Stock would initially issue 193,056 common shares and exercise of the Warrant could issue 1,868,481 common shares for aggregate cash proceeds on exercise of $9,417,144. The Company had 8,150,578 shares outstanding as of the record date and reported 10,251,251 shares outstanding after the last closing of the Private Placement.
Cingulate Inc. completed a $12 million private investment in public equity (PIPE) financing priced at the Nasdaq closing price of $5.04 per share on January 26, 2026, with 80% warrant coverage and potential total proceeds of up to $21.4 million. All PIPE investors agreed to a 180-day lock-up, and the company plans to use the funds to support operations as it moves toward the potential commercial launch of CTx-1301, subject to FDA approval. Separately, Cingulate issued 25,786 common shares at $6.16 per share to a lender in exchange for a portion of outstanding debt and appointed Jeff Hargroves to its Board and key committees, with equity and cash compensation under its director program.
Cingulate Inc. director Peter J. Werth reported transactions made through Werth Family Investment Associates LLC in connection with the company’s private placement. The LLC purchased 19,455 shares of common stock at $5.04 per share and 15,564 warrants at $0.10 per warrant on February 6, 2026. These common shares bring the LLC’s indirectly held common stock to 117,449 shares, while Werth also holds 92 shares directly. The warrant to purchase 15,564 common shares becomes exercisable only after stockholders approve the private placement, as required by Nasdaq rules, and will expire 36 months after the exercise date.
Cingulate Inc.’s SVP and CFO Jennifer L. Callahan reported buying common stock and warrants in a private placement. On February 6, 2026, she purchased 4,864 shares of common stock at $5.04 per share, bringing her direct holdings to 5,059 shares.
She also acquired a warrant to purchase 3,891 shares of common stock for $0.10 per warrant. The warrant becomes exercisable once stockholders approve the private placement under Nasdaq rules, and it expires 36 months after the exercise date.
Cingulate Inc.'s EVP and Chief Medical Officer, Matthew Brams, reported buying company securities in a private placement. On 02/06/2026, he purchased 1,946 shares of common stock at $ 5.04 per share, bringing his directly held common stock to 4,656 shares.
He also acquired a warrant to purchase 1,556 shares of common stock at $ 0.1 per warrant. The warrant becomes exercisable only after stockholders approve the private placement under Nasdaq rules and will expire 36 months after the exercise date.