Golden Seeds Cognition Therapeutics LLC's Form 4 filing
Cognition Therapeutics Inc (CGTX) · filed Oct 15, 2021
- Accession no.
- 0001104659-21-126904
- Filed
- Oct 15, 2021, 9:51 PM ET
- Trade date
- Oct 13, 2021
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 7 non-derivative transactions and 6 derivative transactions. Open-market sales total $397.08. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Golden Seeds Cognition Therapeutics LLCCIK 0001884796 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 13, 2021 | Common Stock | CConversionAcquired | +273,321 | –F1 | – | 273,321 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionAcquired | +167,721 | –F2 | – | 441,042 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionAcquired | +1,237,959 | –F3 | – | 1,679,001 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionAcquired | +486,742 | –F4 | – | 2,165,743 | Direct | |
| Oct 13, 2021 | Common Stock | XIn-the-money exerciseAcquired | +12,276 | $0.032 | +$392.83 | 2,178,019 | Direct | |
| Oct 13, 2021 | Common Stock | SSaleDisposed | −33.09 | $12.00 | −$397.08 | 2,177,985 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionAcquired | +311,706 | –F7 | – | 2,489,691 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 13, 2021 | Common Stock | CConversionDisposed | −273,321 | $0.00 | $0 | 0 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionDisposed | −167,721 | $0.00 | $0 | 0 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionDisposed | −1,237,959 | $0.00 | $0 | 0 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionDisposed | −486,742 | $0.00 | $0 | 0 | Direct | |
| Oct 13, 2021 | Common Stock | XIn-the-money exerciseDisposed | −12,276 | $0.00 | $0 | 0 | Direct | |
| Oct 13, 2021 | Common Stock | CConversionDisposed | −311,706 | $0.00 | – | 0 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
The Series A-1 Convertible Preferred Stock converted into Cognition Therapeutics, Inc. ("CGTX") common stock upon the closing of the issuer's initial public offering ("IPO"), as adjusted for a 1-for-3.2345 reverse stock split, and had no expiration.
Referenced by the price of 1 transaction in Table I.
- F2
The Series A-2 Convertible Preferred Stock converted into CGTX common stock upon the closing of the issuer's IPO, as adjusted for a 1-for-3.2345 reverse stock split, and had no expiration.
Referenced by the price of 1 transaction in Table I.
- F3
The Series B Convertible Preferred Stock converted into CGTX common stock upon the closing of the issuer's IPO, as adjusted for a 1-for-3.2345 reverse stock split, and had no expiration.
Referenced by the price of 1 transaction in Table I.
- F4
The Series B-1 Convertible Preferred Stock converted into CGTX common stock upon the closing of the issuer's IPO, as adjusted for a 1-for-3.2345 reverse stock split, and had no expiration.
Referenced by the price of 1 transaction in Table I.
- F7
The Simple Agreement for Future Equity converted into CGTX common stock upon the closing of the issuer's IPO at 80% of the per share offering price of the IPO, as adjusted for a 1-for-3.2345 reverse stock split, and had no expiration.
Referenced by the price of 1 transaction in Table I.