{"url_path":"/sec/acog/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-14","source_url":"https://www.sec.gov/Archives/edgar/data/1655923/0001213900-26-056588-index.html","accession_number":"0001213900-26-056588","cik":"0001655923","ticker":"ACOG","issuer_name":"Alpha Cognition Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1655923/0001213900-26-056588-index.html","primary_entity_key":"0001655923","primary_entity_name":"Alpha Cognition Inc."},"word_count":330,"has_tables":true,"body_markdown":"**ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.**\n\n \n\n**Unregistered Sales of Equity Securities**\n\n \n\nNone.\n\n \n\n**Repurchase of Equity Securities**\n\n \n\nDuring the three months ended March 31, 2026, the\nCompany did not repurchase any of its equity securities.\n\n \n\n**Use of Proceeds**\n\n \n\nOn November 13, 2024, the Company completed a\npublic offering of common stock by issuing 8,695,653 common shares at a public offering price of $5.75 per share for gross proceeds of\napproximately $50 million and net proceeds, after deducting discounts and commissions and estimated offering expenses payable by us, of\napproximately $46.15 million. The initial public offering was completed pursuant to the Company’s registration statement on Form\nS-1 (333-280196) which was brought effective by the SEC on November 8, 2024, registering 8,695,653 common shares and pre-funded warrants\nto purchase up to 8,695,653 common shares to gross aggregated proceeds of $50 million. No pre-funded warrants were sold in the offering.\nTitan Partners Group acted as the managing underwriter for the offering. In connection with the offering, the Company paid Titan Partners\nGroup an underwriting discount of approximately $3 million and a non-accountable expense allowance of $500,000. We also paid Spartan Capital\nPartners, LLC an investment banking fee of $500,000. We paid an aggregate total of approximately $350,000 in other expenses, including\nexpense reimbursement to Titan Partners Group, legal and accounting fees, transfer agent fees and printing costs.\n\n \n\nConsistent with the Company’s described use\nof proceeds in its registration statement, to date the Company has spent approximately $22.40 million of its net proceeds to begin our\nefforts toward our commercialization and launch of ZUNVEYL formerly known as ALPHA-1062 in Alzheimer’s disease; approximately $0.29\nmillion for R&D on pipeline product candidates, approximately $4.13 million for continued commercial CMC activities (chemistry, manufacturing,\nand controls); approximately $0.91 million on repayment of outstanding loan and approximately $11.50 million for working capital and general\ncorporate purposes. As of March 31, 2026 the Company has approximately $6.92 million of the net proceeds remaining in the bank."}