Cognition Therapeutics Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Cognition Therapeutics Inc. has filed its 2023 10-K annual report detailing its financial and operational status.</b>

AI Summary

COGNITION THERAPEUTICS INC (CGTX) filed a Annual Report (10-K) with the SEC on March 26, 2024. Cognition Therapeutics Inc. filed its 10-K report for the fiscal year ending December 31, 2023. The company's principal executive offices are located at 2403 Sidney Street, Suite 261, Pittsburgh, PA 15203. The filing indicates the company is incorporated in Delaware. The SIC code for the company is 2836, Biological Products (No Diagnostic Substances). The report covers the fiscal year from January 1, 2023, to December 31, 2023.

Why It Matters

For investors and stakeholders tracking COGNITION THERAPEUTICS INC, this filing contains several important signals. This filing provides a comprehensive overview of the company's performance, financial health, and strategic direction for the past fiscal year, which is crucial for investors and stakeholders to assess its current standing and future prospects. As a biotechnology company, the 10-K filing is essential for understanding its research and development activities, any regulatory milestones, and its financial position, particularly given the capital-intensive nature of drug development.

Risk Assessment

Risk Level: medium — COGNITION THERAPEUTICS INC shows moderate risk based on this filing. The company's financial statements and disclosures in this 10-K are critical for understanding its financial health, including its ability to fund ongoing research and development, which is typical for early-stage biotech firms.

Analyst Insight

Investors should review the detailed financial statements and risk factors in the 10-K to assess Cognition Therapeutics' financial stability and the viability of its drug development pipeline.

Key Numbers

• 2023-12-31 — Fiscal Year End (Period covered by the 10-K)
• 2024-03-26 — Filing Date (Date the 10-K was filed)
• 2836 — SIC Code (Standard Industrial Classification)
• 001-40886 — SEC File Number (SEC filing identifier)

Key Players & Entities

• COGNITION THERAPEUTICS INC (company) — Filer name
• 2023-12-31 (date) — Fiscal year end
• 2024-03-26 (date) — Filing date
• 2403 SIDNEY STREET SUITE 261 (address) — Business address
• PITTSBURGH (location) — City of business address
• PA (location) — State of business address
• 15203 (postal_code) — ZIP code of business address
• DE (location) — State of incorporation

FAQ

Risk Factors

• Financial Condition [high — financial]: The company's ability to continue as a going concern is dependent on its ability to obtain necessary financing and achieve profitable operations.
• Regulatory Approval [high — regulatory]: The development and commercialization of pharmaceutical products are subject to extensive regulatory review and approval processes by agencies like the FDA.
• Market Acceptance [medium — market]: The success of the company's products depends on market acceptance, competition, and pricing pressures.
• Research and Development Risks [high — operational]: The company faces risks inherent in drug development, including the possibility of clinical trial failures and the inability to develop commercially viable products.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.

Key Financial Figures

• $0.001 — ch Registered Common Stock, par value $0.001 per share CGTX The Nasdaq Stock Mar
• $300 billion — he United States is estimated to exceed $300 billion. Approximately 6.5 million people in th
• $171 million — rials have been funded by approximately $171 million in cumulative grants awarded primarily
• $81 million — include a grant award of approximately $81 million from the NIA to fund our Phase 2 START
• $30 million — been funded by a grant of approximately $30 million from the NIA. Geographic Atrophy Secon

Filing Documents

• cgtx-20231231x10k.htm (10-K) — 2237KB
• cgtx-20231231xex21d1.htm (EX-21.1) — 6KB
• cgtx-20231231xex23d1.htm (EX-23.1) — 7KB
• cgtx-20231231xex31d1.htm (EX-31.1) — 17KB
• cgtx-20231231xex31d2.htm (EX-31.2) — 17KB
• cgtx-20231231xex32d1.htm (EX-32.1) — 8KB
• cgtx-20231231xex32d2.htm (EX-32.2) — 8KB
• cgtx-20231231xex97d1.htm (EX-97.1) — 29KB
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• cgtx-20231231x10k017.jpg (GRAPHIC) — 114KB
• cgtx-20231231x10k018.jpg (GRAPHIC) — 62KB
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• cgtx-20231231x10k020.jpg (GRAPHIC) — 45KB
• cgtx-20231231x10k021.jpg (GRAPHIC) — 77KB
• 0001558370-24-003949.txt (&nbsp;) — 10698KB
• cgtx-20231231.xsd (EX-101.SCH) — 43KB
• cgtx-20231231_cal.xml (EX-101.CAL) — 53KB
• cgtx-20231231_def.xml (EX-101.DEF) — 174KB
• cgtx-20231231_lab.xml (EX-101.LAB) — 434KB
• cgtx-20231231_pre.xml (EX-101.PRE) — 334KB
• cgtx-20231231x10k_htm.xml (XML) — 1003KB

Business

Item 1. Business 7

Risk Factors

Item 1A. Risk Factors 49

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 102

Cybersecurity

Item 1C. Cybersecurity 102

Properties

Item 2. Properties 103

Legal Proceedings

Item 3. Legal Proceedings 103

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 103 PART II

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 104

[Reserved]

Item 6. [Reserved] 105

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 106

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 116

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 117

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 139

Controls and Procedures

Item 9A. Controls and Procedures 139

Other Information

Item 9B. Other Information 140

Disclosure Regarding Foreign Jurisdictions That Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections 140 PART III

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 141

Executive Compensation

Item 11. Executive Compensation 141

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 141

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence 141

Principal Accounting Fees and Services

Item 14. Principal Accounting Fees and Services 141 PART IV

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules 142

Form 10-K Summary

Item 16. Form 10-K Summary 145 2 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K, or Annual Report, contains forward-looking statements concerning our business, operations and financial performance, as well as our plans, objectives and expectations for our business operations and financial performance and condition. All statements other than statements of historical or current facts included in this Annual Report are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "aim," "anticipate," "assume," "believe," "contemplate," "continue," "could," "design," "due," "estimate," "expect," "goal," "intend," "may," "objective," "plan," "positioned," "potential," "predict," "seek," "should," "target," "will," "would" and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology. In addition, statements including "we believe" or similar phrases reflect our beliefs and opinions on the relevant subject. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those expressed in, or implied by these, forward-looking statements and therefore, you should not unduly rely on such statements. These risks and uncertainties include, but are not limited to: our ability to raise additional capital to fund our operations and continue the development of our current and future product candidates; our estimates regarding expenses, future revenue, capital requirements and needs for additional financing; the clinical nature of our business and our ability to successfully and in a timely manner advance our current and future product candidates through our ongoing and future clinical trials, preclinical studies and development activities; our ability to generate revenue from future product sales and our abi

Business

Item 1. Business Overview We are a clinical-stage biopharmaceutical company engaged in the discovery and development of innovative, small molecule therapeutics targeting age-related degenerative diseases and disorders of the central nervous system, or CNS, and retina. Currently available therapies for these diseases are limited, with many diseases having no approved therapies or treatments. Our goal is to develop disease modifying treatments for patients with these degenerative disorders by initially leveraging our expertise in the -2 (sigma-2) receptor, or S2R, which is expressed by multiple cell types, including neuronal synapses, and acts as a key regulator of cellular damage commonly associated with certain age-related degenerative diseases of the CNS and retina. We believe that targeting the S2R complex represents a mechanism that is functionally distinct from other current approaches in clinical development for the treatment of degenerative diseases. Our lead product candidate, CT1812, is an orally delivered, small molecule modulator designed to penetrate the blood-brain barrier and bind selectively to the S2R complex. We have initially focused on the development of CT1812 for the treatment of Alzheimer's disease, or AD, by targeting -amyloid, or A oligomers, which have been linked to the disease. We believe our evidence demonstrates that by binding to the S2R complex, CT1812 displaces A oligomers from their neuronal receptors. Based on this mechanism, we believe CT1812 has the potential to slow the loss of synapses and cognitive decline observed in AD. CT1812 is the first S2R selective ligand modulator to reach clinical trials and is currently in Phase 2 development for the treatment of AD. The direct healthcare costs to care for patients with AD and other dementias in the United States is estimated to exceed $300 billion. Approximately 6.5 million people in the United States have been diagnosed with AD, and the World Health Organization estimates that AD

View Full Filing

View this 10-K filing on SEC EDGAR