Cingulate (CING) EVP Downey Bryan Wade Receives 100,000-Share Award

What Happened
Downey Bryan Wade, EVP & Chief Commercial Officer of Cingulate Inc. (CING), received two awards on 2026-07-16 totaling 100,000 derivative securities (67,000 and 33,000). Each award is recorded at $0.00 (no cash paid at grant). These are grant-type derivative awards (Form 4 code A) rather than open-market purchases or sales.

Key Details

• Transaction date: 2026-07-16; Form 4 filed 2026-07-20 (timely filing).
• Award details: 67,000 and 33,000 derivative shares, grant price $0.00; combined total = 100,000 shares.
• Vesting (F1): 25% vests on March 31, 2027; remaining shares vest in substantially equal monthly installments over the following 36 months.
• Exercisability condition (F2): Even if vested, the option becomes exercisable only if the issuer’s NDA for CTx-1301 is approved by the FDA during 2027.
• Termination condition (F3): If the NDA is not approved during 2027, the option (including any vested portion) will terminate.
• Shares owned after the transaction: not specified in the filing.

Context
These are conditional derivative awards tied to a regulatory milestone (FDA NDA approval for CTx-1301 in 2027). For retail investors: this is not a cash purchase or a sale — it’s a grant with vesting and an exercisability condition that could nullify the awards if the NDA is not approved. The timely Form 4 filing shows the grant was reported within the required period.