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.
Cingulate Inc. filings document a clinical-stage biopharmaceutical issuer developing Precision Timed Release™ drug-delivery products, including CTx-1301 for ADHD, alongside its common stock and warrants listed on Nasdaq. Periodic and current reports furnish operating results, business updates, patent notices, FDA-related program disclosures and research-and-development spending context.
The filing record also covers capital-structure actions such as private placements, preferred stock, warrants, unregistered equity issuances, debt exchanges and at-the-market offering agreements. Proxy and 8-K disclosures address shareholder voting matters, Nasdaq rule compliance, board committee composition, officer appointments, employment agreements and other governance events.
Cingulate Inc. (CING) entered a financing on November 7, 2025, issuing an unsecured promissory note to Avondale Capital for a $6,570,000 principal amount that carries a 9% annual interest rate and matures in 18 months. The note was sold at a $540,000 original issue discount, generating $6,000,000 in cash proceeds for working capital and general corporate purposes.
Beginning May 7, 2026, the lender may redeem portions of the note up to $660,000 per month. The company may defer up to two redemptions for 30 days each before receiving an FDA “complete response letter,” with each deferral increasing the outstanding balance by 1%. If the note remains outstanding 90 days after its effective date, a monitoring fee applies per a formula tied to the then-outstanding balance.
Subsidiaries provided guarantees. The agreement includes customary defaults; certain defaults permit increases to the outstanding balance by 15% (Major Trigger) or 5% (Minor Trigger), each up to three times, and default interest up to 22% per year. Covenants restrict variable-rate transactions, include a most-favored-nation feature on future debt, allow prepayment, and give the lender an option (with company consent) to reinvest up to $5,000,000 on the same terms.
Cingulate Inc. announced a regulatory milestone: the FDA has accepted for review the New Drug Application for CTx-1301 (dexmethylphenidate), the company’s lead candidate for treating ADHD in children and adults. The FDA assigned a PDUFA target action date of May 31, 2026, setting the timeline for a decision after the agency’s standard review process. This step moves CTx-1301 into formal evaluation but does not indicate approval.
Cingulate Inc. reported the results of a Special Meeting of Stockholders held on September 25, 2025. Stockholders approved, for purposes of complying with Nasdaq Listing Rule 5635(d), the potential issuance of more than 20% of the company’s issued and outstanding common stock under a purchase agreement with Lincoln Park Capital Fund, LLC. This approval gives the company the stockholder authorization it needs to use that agreement for future share issuances.
For this Issuance Proposal, 1,597,394 shares were voted in favor, 213,885 against, and 9,561 abstained. Stockholders also approved a proposal to adjourn the Special Meeting if additional time were needed to secure votes on the Issuance Proposal, with 1,795,696 shares for, 125,763 against, and 19,805 abstentions, though adjournment was ultimately not required.