Thomas Jeffrey Hargroves, serving as a director for Cingulate Inc. (NASDAQ:CING), has executed a series of transactions to increase his equity position in the company. On February 13, 2026, Hargroves acquired 97,276 shares of Cingulate's common stock. These shares were purchased at a price of $5.04 per share, resulting in a total investment of approximately $490,271. The acquisition was facilitated indirectly through Hargroves Family Investments, LLC, and was executed as part of a private placement. This transaction was disclosed in a Current Report on Form 8-K filed by the company on January 28, 2026. In accordance with standard regulatory disclosures, Mr. Hargroves has disclaimed beneficial ownership of these securities, retaining interest only to the extent of his pecuniary interest. Following this acquisition, Hargroves Family Investments, LLC, holds a total of 97,468 shares of common stock.
The purchase price of $5.04 per share is notable as it trades above the company's current market price of $4.53. This acquisition occurs against a backdrop of recent price strength, with Cingulate's stock exhibiting a 25.8% return over the preceding week. Despite this recent momentum, analysis from InvestingPro suggests that the company may be overvalued at its current trading levels.
On the same date, February 13, 2026, Hargroves Family Investments, LLC, also participated in the private placement by acquiring 77,821 warrants to purchase common stock. Each warrant was acquired at a price of $0.10 and carries an exercise price of $5.04 per share. These warrants are scheduled to become exercisable on March 24, 2026, and will expire on March 24, 2029. Each warrant provides the holder with the right to purchase one share of Cingulate common stock. Mr. Hargroves similarly disclaims beneficial ownership of these warrants, except to the extent of his pecuniary interest. Post-acquisition, Hargroves Family Investments, LLC, holds 77,821 warrants.
In a separate transaction, Mr. Hargroves was granted 15,000 stock options directly on March 9, 2026. These options carry an exercise price of $6.85 per share and are set to expire on March 9, 2036. The vesting schedule for these options is structured in two tranches: 50% of the shares vest on the six-month anniversary of the grant date, with the remaining shares vesting on the twelve-month anniversary. Following this grant, Mr. Hargroves directly holds 15,000 stock options.
These transactions were formally reported in a Form 4 filing with the Securities and Exchange Commission on June 8, 2026. The filing indicated that the submission was delayed due to technical difficulties in obtaining the reporting person's EDGAR filing codes. The filing clarified that beneficial ownership has been reported in the registrant's SEC filings since February 13, 2026. Cingulate, which has a market capitalization of $59.7 million, has not reported profitability over the last twelve months.
In broader corporate developments, Cingulate Inc. reported a net loss of $9.3 million for the first quarter ending March 31, 2026. This represents an increase from the $3.9 million loss incurred in the same period of the previous year. Despite the widening loss, the company's cash position strengthened, with cash and cash equivalents rising to $25.9 million, up from $11.0 million at the end of 2025. This increase in liquidity was bolstered by a $12.0 million private placement completed in February 2026.
Regulatory developments also impact the company's outlook. The FDA issued a Complete Response Letter regarding Cingulate's New Drug Application for CTx-1301, a treatment for ADHD. The letter requested additional information concerning Chemistry, Manufacturing, and Controls. Notably, the FDA did not raise concerns regarding the clinical safety or efficacy of the drug. Cingulate has stated its intention to address these requests promptly. The FDA has established a decision date of May 31, 2026, for the application. H.C. Wainwright has reaffirmed a Buy rating on Cingulate's stock, maintaining a $20.00 price target, as the company collaborates with the FDA on these information requests.
In corporate governance, Cingulate announced that directors Jeff Ervin and Jay Roberts will not seek re-election at the 2026 Annual Meeting. This decision is part of a broader plan to reduce the board size. The board intends to decrease its size to five directors and appoint a new chairman at the meeting.