Form 4: CGTX CMO Caggiano Receives Significant RSU Grant

Cognition Therapeutics' Chief Medical Officer, Anthony Caggiano, reported the acquisition of 400,000 restricted stock units and subsequent tax-related dispositions.

Summary

• Anthony Caggiano, Chief Medical Officer of Cognition Therapeutics Inc. (CGTX), acquired 400,000 shares of Common Stock in the form of Restricted Stock Units (RSUs) on February 3, 2026, at a price of $0.00 per share.
• Following this acquisition, Caggiano's beneficial ownership of Common Stock increased to 907,993 shares.
• On February 3, 2026, Caggiano disposed of 11,488 shares of Common Stock at $1.12 per share to cover tax withholding obligations related to RSU vesting, reducing beneficial ownership to 896,505 shares.
• On February 4, 2026, an additional 26,919 shares of Common Stock were disposed of at $1.03 per share for tax withholding purposes, bringing the beneficial ownership to 869,586 shares.
• Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event. The significant RSU grant to a key executive like the Chief Medical Officer indicates continued commitment and incentivizes long-term performance, which is generally favorable for shareholder alignment, despite the routine tax-related share sales.

Positives

• The grant of 400,000 Restricted Stock Units (RSUs) to the Chief Medical Officer, Anthony Caggiano, aligns management's long-term interests with those of shareholders, incentivizing performance and retention.

Negatives

• The disposition of 38,407 shares (11,488 + 26,919) over two days, while standard for tax withholding on RSU vesting, represents a reduction in direct beneficial ownership.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that insider transactions, such as RSU grants and subsequent tax-related sales, are common in the biotechnology and pharmaceutical sectors. These grants are a standard component of executive compensation packages, designed to align leadership incentives with long-term company performance and shareholder value. The reported transactions reflect routine compensation events rather than discretionary trading based on market sentiment.

Stakeholder Impact

• Shareholders: The RSU grant to the Chief Medical Officer enhances alignment between management's interests and shareholder value, potentially leading to more focused long-term strategic decisions.
• Employees: Executive compensation structures, including RSU grants, can influence overall company morale and retention strategies, particularly for key personnel.

Key Dates

Keywords

CGTX, Cognition Therapeutics, Insider Transaction, Form 4, Restricted Stock Units, RSU Grant, Executive Compensation, Chief Medical Officer, Stock Ownership