| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CGTX | Common Stock | Purchase | $5.23K | +1.97K | +0.61% | $2.65 | 327K | Nov 28, 2022 | By Bios Fund III NT, LP | F1, F2, F3, F4, F5 |
| transaction | CGTX | Common Stock | Purchase | $32.4K | +12.2K | +0.61% | $2.65 | 2.02M | Nov 28, 2022 | By Bios Fund III QP, LP | F1, F2, F3, F4, F5 |
| transaction | CGTX | Common Stock | Purchase | $4.96K | +1.87K | +0.61% | $2.65 | 310K | Nov 28, 2022 | By Bios Fund III, LP | F1, F2, F3, F4, F5 |
| holding | CGTX | Common Stock | 1.42M | Nov 28, 2022 | By Bios Memory SPV I, LP | F1, F2, F3, F4 | |||||
| holding | CGTX | Common Stock | 419K | Nov 28, 2022 | By Bios Fund I, LP | F1, F2, F3, F4 | |||||
| holding | CGTX | Common Stock | 245K | Nov 28, 2022 | By Bios Fund I QP, LP | F1, F2, F3, F4 | |||||
| holding | CGTX | Common Stock | 78.3K | Nov 28, 2022 | By Bios Fund II, LP | F1, F2, F3, F4 | |||||
| holding | CGTX | Common Stock | 256K | Nov 28, 2022 | By Bios Fund II QP, LP | F1, F2, F3, F4 | |||||
| holding | CGTX | Common Stock | 34.2K | Nov 28, 2022 | By Bios Fund II NT, LP | F1, F2, F3, F4 | |||||
| holding | CGTX | Common Stock | 385K | Nov 28, 2022 | By Bios Memory SPV II, LP | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and Bios Memory SPV I, LP ("Bios Memory I"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Memory SPV II, LP ("Bios Memory II"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP") and Bios Fund III NT, LP ("Bios Fund III NT"). Bios Capital Management, LP ("Bios Management") and Cavu Management, LP ("Cavu Management") are the general partners Bios Equity III. |
| F2 | Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management. Cavu Advisors LLC ("Cavu Advisors") is the general partner of Cavu Management. Bios Management and Bios Advisors are entities managed and controlled by Aaron G.L. Fletcher. Cavu Management and Cavu Advisors are entities managed and controlled by Leslie W. Kreis, Jr. |
| F3 | Mr. Kreis, Cavu Management, Cavu Advisors, Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios Fund I, Bios Fund I QP, Bios Memory SPV I, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Memory II, Bios Fund III, Bios Fund III QP and Bios Fund III NT (collectively, the "Bios Equity Entities"). Because of the relationship between Mr. Kreis, Mr. Fletcher, Cavu Management, Bios Management, Cavu Advisors, Bios Advisors and the Bios Equity Entities, Mr. Kreis, Mr. Fletcher, Cavu Management, Bios Management, Cavu Advisors, and Bios Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities. |
| F4 | For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. |
| F5 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.64 to $2.65, inclusive. The reporting persons undertake to provide to Cognition Therapeutics Inc., any security holder of Cognition Therapeutics Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (4) to this Form 4. |
This Form 4 is the second of two Forms 4 filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting person. The first Form 4 was filed by Aaron G.L. Fletcher as the designated filer.