Cingulate Inc. Files 13D/A Amendment

TL;DR

Cingulate Inc. filed a 13D/A amendment, no major changes disclosed yet.

AI Summary

On June 5, 2024, Cingulate Inc. filed an amendment (No. 12) to its Schedule 13D. This filing relates to the common stock of Cingulate Inc. and is being made by Peter J. Werth, who is associated with the company. The filing does not disclose specific dollar amounts or significant changes in ownership percentages in this amendment.

Why It Matters

This filing indicates an update to the ownership disclosure for Cingulate Inc., which could signal changes in significant stakeholder positions or intentions.

Risk Assessment

Risk Level: medium — Schedule 13D filings, especially amendments, can signal significant shifts in control or strategy, requiring careful monitoring.

Key Players & Entities

• Cingulate Inc. (company) — Subject Company
• Peter J. Werth (person) — Filing Person
• Shane J. Schaffer (person) — Authorized to Receive Notices

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securiti

Filing Documents

• formsc13da.htm (SC 13D/A) — 60KB
• 0001493152-24-023216.txt ( ) — 61KB

From the Filing

SC 13D/A 1 formsc13da.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Cingulate Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 17248W204 (CUSIP Number) Shane J. Schaffer Chief Executive Officer 1901 W. 47 th Place Kansas Telephone Number (913) 942-2300 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 5, 2024 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box . * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. CUSIP No. 17248W204 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only): Peter J. Werth 2. Check the Appropriate Box if a Member of a Group (a) (b) 3. SEC Use Only 4. Source of Funds (See Instructions): PF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): 6. Citizenship or Place of Organization: United States Number of 7. Sole Voting Power: 1,768* Shares Beneficially 8. Shared Voting Power: 1,176,340* Owned by Each Reporting 9. Sole Dispositive Power: 1,768* Person With 10. Shared Dispositive Power: 1,176,340* 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,178,108* 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions): 13. Percent of Class Represented by Amount in Row (11): 17.05%* 14. Type of Reporting Person (See Instructions): IN *As of the date hereof, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Peter J. Werth (“ Mr. Werth ”) may be deemed to beneficially own an aggregate of 1,178,108 shares of common stock, par value $0.0001 per share (the “ Common Stock ”), of Cingulate Inc. (the “ Issuer ”) consisting of (i) 1,093 shares of Common Stock and stock options to purchase 675 shares of Common Stock held directly by Mr. Werth and (ii) 1,175,925 shares of Common Stock and warrants to purchase up to 415 shares of Common Stock held directly by Werth Family Investment Associates LLC (“ Werth Associates ”) where Mr. Werth serves as Manager. Excludes 2,799 shares of Common Stock underlying unvested stock options held directly by Mr. Werth. The foregoing reported beneficial ownership percentage is based upon 6,909,744 shares of Common Stock issued and outstanding as of June 5, 2024. The number of shares of Common Stock issued and outstanding reflects the 1-for-20 reverse stock split of the Issuer’s issued and outstanding shares of Common Stock, which became effective on November 30, 2023. CUSIP No. 17248W204 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only): Werth Family Investment Associates LLC 2. Check the Appropriate Box if a Member of a Group (a) (b) 3. SEC Use Only 4. Source of Funds (See Instructions): WC 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): 6. Citizenship or Place of Organization: Connecticut Number of 7. Sole Voting Power: 0 Shares Beneficially 8. Shared Voting Power: 1,176,340** Owned by Each Reporting 9. Sole Dispositive Power: 0 Person With 10. Shared Dispositive Power: 1,176,340** 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,176,340** 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions): 13. Percent of Class Represented by Amount in Row (11): 17.02%** 14. Type of Reporting Person (See Instructions): OO ** As of the date hereof, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Werth Family Investment Associates LLC (“ Werth Associates ”) may be deemed to beneficially own 1,176,340 shares of common stock, par value $0.0001 per share (the “ Common Stock ”), of Cingulate Inc. (the “ Issuer ”), consisting of 1,175,925 shares of Common Stock and warrants to purchase up to 415 shares of Common Stock. The foregoing reported beneficial ownership percentage is based upon 6,909,744 shares of Common Stock issued and outstanding as of June 5, 2024. The number of shares of Common Stock issued and outstanding reflects the 1-for-20 reverse stock split of the Issuer’s issued and outstanding shares of Common Stock, which became effective on Nov

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