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. director Thomas Jeffrey Hargroves reported multiple acquisitions of the company’s securities. Through Hargroves Family Investments, LLC, he bought 97,276 shares of common stock at $5.04 per share and 77,821 warrants at $0.10 per warrant on February 13, 2026, tied to a private placement previously described in a Form 8-K. These indirect holdings total 97,468 common shares and 77,821 warrants after the transactions, and he disclaims beneficial ownership beyond his pecuniary interest. On March 9, 2026, he also received a stock option grant for 15,000 shares of common stock at an exercise price of $6.85 per share, vesting 50% six months after grant and the remainder after twelve months, expiring in 2036.
Cingulate Inc. director Thomas Jeffrey Hargroves filed an initial Form 3 showing indirect ownership through Hargroves Family Investments, LLC. The filing reports 192 shares of common stock and a warrant to purchase 35 additional common shares at an exercise price of $1,440 per share, expiring on December 10, 2026. Footnotes note the Form 3 was delayed due to technical issues obtaining EDGAR codes and state that Hargroves disclaims beneficial ownership beyond his pecuniary interest.
Cingulate Inc. reported that the FDA has issued a Complete Response Letter for its New Drug Application for CTx-1301, a once-daily ADHD treatment. The letter centers on specific Chemistry, Manufacturing and Controls information requests and currently does not raise concerns about clinical safety or efficacy.
The company plans a prompt resubmission to address the FDA’s requests and continue pre-commercial work. Management highlights nearly $30 million in cash reserves, which they believe is enough to complete the additional CMC work, support resubmission, and fund activities into 2027.
Cingulate Inc. is asking stockholders to approve several items at its July 9, 2026 virtual annual meeting. Investors will vote on electing Jeff Hargroves as a Class II director through 2029, ratifying KPMG LLP as auditor for 2026, and expanding the 2021 Omnibus Equity Incentive Plan by 625,000 shares to a total of 2,221,126 shares. They will also consider an adjournment proposal to allow additional proxy solicitation if needed. The record date is May 18, 2026, when 13,469,036 common shares were outstanding, and detailed disclosures cover board structure, independence, committee work, executive employment terms, and 2025 compensation.
Cingulate Inc. reported planned changes to its Board of Directors. Class II directors Jeff Ervin and Jay Roberts will not seek re-election when their terms expire at the Company’s 2026 Annual Meeting of Stockholders, as the company moves to reduce the size of the Board.
On May 18, 2026, the Board accepted the resignation of Class I director Jeff Hargroves and immediately re-appointed him as a Class II director to align director classes with the company’s certificate of incorporation. The Board intends to reduce the Board to five directors, appoint a new chairman on the meeting date, and has nominated Mr. Hargroves to stand for election as a Class II director alongside existing Class I directors Peter Werth and Frederick Jiang.
The Board of Cingulate Inc. is soliciting proxies for a virtual Annual Meeting of Stockholders to be held on July 9, 2026 at 10:00 a.m. Central Time at www.meetnow.global/MH4NXWH. Matters include election of Jeff Hargroves as a Class II director, ratification of KPMG LLP as auditor, and approval of an amendment to the 2021 Omnibus Equity Incentive Plan to increase authorized shares by 625,000 to 2,221,126 shares.
Only holders of record as of May 18, 2026 (13,469,036 shares outstanding) may vote. The Board intends to reduce its size to five directors and discloses committee compositions, executive officer biographies, compensation tables, outstanding option schedules, and related governance policies in the proxy materials.
Cingulate Inc. reported a larger net loss for the quarter ended March 31, 2026 as it funds late‑stage ADHD development and commercial preparation. Net loss widened to $9.3 million from $3.9 million a year earlier, with general and administrative costs rising sharply to $5.7 million as the company ramped pre‑commercialization spending for lead candidate CTx‑1301.
Research and development expenses were stable at about $2.2 million, reflecting a shift from clinical operations toward manufacturing and regulatory work ahead of potential approval. Cash and cash equivalents increased to $25.9 million, driven by equity raises, including a ~$12 million private placement, ATM sales and an equity line with Lincoln Park.
The company ended the quarter with $18.9 million of stockholders’ equity and $12.0 million in total liabilities, including a $6.1 million Avondale promissory note. Management believes current cash can fund operations into early 2027 but discloses substantial doubt about its ability to continue as a going concern without additional capital and successful FDA approval and commercialization of CTx‑1301.
Cingulate Inc. reported first quarter 2026 results and highlighted progress toward launching its lead ADHD drug candidate, CTx-1301. Cash and cash equivalents were $25.9 million as of March 31, 2026, up $14.9 million from year-end, largely from a $12.0 million private placement and use of at-the-market and stock purchase agreements. Working capital rose to $17.0 million, and total stockholders’ equity increased to $18.9 million from $2.5 million.
R&D expenses were $2.2 million, down 1.8% year over year as clinical studies wound down, while general and administrative expenses rose to $5.7 million from $1.5 million, reflecting commercial infrastructure build-out for CTx-1301. Net loss widened to $9.3 million from $3.9 million, driven mainly by higher G&A and changes in derivative fair value and interest expense.
The FDA is reviewing the New Drug Application for CTx-1301, with a PDUFA target action date of May 31, 2026. Cingulate continues to respond to manufacturing and CMC information requests while preparing for commercialization, including AI-enabled marketing, payer and distribution planning, manufacturing scale-up, and a sales-force agreement with IQVIA. Management believes current resources support operations into 2027.
Cingulate Inc. reported that EVP and CSO Raul R. Silva received a grant of stock options covering 3,422 shares of common stock. The options have an exercise price of $6.21 per share, were granted at no purchase cost, and expire on March 31, 2036. The award was made pursuant to Dr. Silva's Employment Agreement, as amended, and reflects equity-based compensation rather than an open-market share purchase or sale.