Werth Peter J. 4

What Happened
Peter J. Werth, a director of Cingulate Inc. (CING), purchased 19,455 common shares at $5.04 each for a total of $98,053 on February 6, 2026. On the same date he also acquired 15,564 derivative securities at $0.10 each (total $1,556). Both transactions are reported as purchases (transaction code P) and were part of a private placement disclosed by the company.

Key Details

• Transaction date: 2026-02-06; Filing date: 2026-02-10 (filed after the 2-business-day deadline — one business day late).
• Common shares: 19,455 shares @ $5.04 = $98,053.
• Derivative securities: 15,564 units @ $0.10 = $1,556 (reported as derivative acquisition).
• Shares owned after the transactions: Not disclosed in this Form 4.
• Footnotes of note:
  • F1: Common stock and warrants were acquired in the issuer’s private placement (see Form 8‑K filed Jan 28, 2026).
  • F3: The warrant(s) are exercisable only after the issuer obtains stockholder approval required by Nasdaq rules; expiration is 36 months after exercise.
  • F2: Reporting person disclaims beneficial ownership except to the extent of pecuniary interest.

Context
The derivative securities appear to be warrants tied to the private placement; they are not immediately exercisable and require shareholder approval per Nasdaq rules, so they do not immediately increase share count. Director purchases are often watched by investors as a potential positive signal, but this report is purely factual and does not state any motive.