Routine annual meeting 8-K with no immediate trading catalyst. The equity plan amendment is standard practice and signals continued ability to compensate employees with equity. Monitor future filings for financial performance or clinical milestones, which are the primary drivers for this pre-revenue biotech.
Price Chart
Executive Summary
Cingulate Inc. filed an 8-K reporting the results of its 2026 Annual Meeting, where stockholders approved an amendment to the 2021 Omnibus Equity Incentive Plan to increase authorized shares by 625,000 to 2,221,126, ratified KPMG as auditor, and elected Jeff Hargroves as a Class II director. The board was reduced to five members and CEO Shane Schaffer was appointed chairman. This is a routine governance filing with no material financial impact.
Key Facts
- Stockholders approved Amendment No. 3 to the 2021 Omnibus Equity Incentive Plan, increasing authorized shares by 625,000 to 2,221,126 (3,196,215 for, 372,123 against).
- Board reduced from prior size to five directors; CEO Shane Schaffer appointed chairman of the board.
- Jeff Hargroves appointed lead independent director and chairman of the Nominating and Corporate Governance Committee.
- Jeff Hargroves elected as Class II director with 3,563,369 votes for and 40,558 withheld.
- KPMG LLP ratified as independent auditor for fiscal year 2026 (8,153,858 for, 100,881 against).
- Zhanpeng Frederick Jiang appointed chairman of the Audit Committee; Bryan Lawrence appointed chairman of the Compensation Committee.
- Adjournment proposal was approved but deemed unnecessary as all proposals passed.
Financial Impact
No operating financial data reported. Equity plan amendment expands share reserve for future incentive awards by 625,000 shares, representing potential dilution of approximately 1-2% on a fully diluted basis (based on current outstanding share count not provided).
Risk Factors
- Potential future dilution from equity awards under the expanded plan, though typical and expected.
- No financial or operational guidance provided; stock remains driven by clinical development pipeline.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001493152-26-033115 |
| Exhibit: ex10-1.htm | 0001493152-26-033115 |
| Document: 0001493152-26-033115-index-headers.html | 0001493152-26-033115 |
| Document: 0001493152-26-033115-index.html | 0001493152-26-033115 |
| Document: 0001493152-26-033115.txt | 0001493152-26-033115 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 2, 2026 23d ago | 8-K | $4.75 | awaiting T+60 | — | $4.98 (+4.84%) |
Sep 22, 2026 4w ago | Institutional Cluster | $5.15 | awaiting T+60 | — | $4.98 (−3.21%) |
Aug 13, 2026 10w ago | 8-K | $4.99 | awaiting T+60 | — | $4.98 (−0.20%) |
Jul 14, 2026 14w ago | 8-K | $4.71 $4.87 | ▲ +3.40% | ▲ +0.02% | $4.98 (+5.73%) |
Jun 16, 2026 18w ago | 8-K | $4.74 $5.17 | ▲ +9.07% | ▲ +8.07% | $4.98 (+5.06%) |
Jun 8, 2026 19w ago | Insider Cluster | $4.65 $5.15 | ▲ +10.75% | ▲ +6.94% | $4.98 (+7.10%) |
Mar 25, 2026 30w ago | EFFECT | $6.36 $4.97 | ▼ −21.86% | ▼ −35.31% | $4.98 (−21.70%) |
Mar 23, 2026 31w ago | S-3/A | $6.93 $5.12 | ▲ +26.12% | ▲ +39.18% | $4.98 (+28.14%) |
Mar 18, 2026 31w ago | DEFA14A | $7.51 $4.93 | ▼ −34.35% | ▼ −48.70% | $4.98 (−33.69%) |
Mar 18, 2026 31w ago | 8-K | $8.04 $5.09 | ▼ −36.69% | ▼ −48.22% | $4.98 (−38.06%) |
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