8-K
Alpha Cognition Inc. (ACOG)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 27, 2026
Alpha Cognition Inc.
(Exact name of registrant as specified in its charter)
| British Columbia | 001-42403 | N/A |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (I.R.S. Employer<br><br>Identification Number) |
| 1452 Hughes Rd., Ste 200Grapevine, Texas | 76051 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
858-344-4375
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant<br>to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to<br>Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications<br>pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications<br>pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol | Name of each exchange on which registered: |
|---|---|---|
| Common Shares, no par value | ACOG | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On March 27, 2026, Alpha Cognition Inc. (the “Company”) filed a Notice of Meeting and Record Date (the “Notice”) with Canadian Securities Regulatory Authorities providing notice that the board of directors of the Company (the “Board”) has set a meeting date of June 16, 2026 for the Company’s 2026 Annual General Meeting of Shareholders (the “Meeting”). The Board also set April 24, 2026 as the record date for shareholders entitled to notice of, and vote at, the Meeting.
The Notice is filed as Exhibit 99.1 to this report on Form 8-K and is hereby incorporated by reference.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
| ExhibitNo. | Description |
|---|---|
| 99.1* | Notice of Meeting and Record Date dated March 27, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | The Exhibit relating to Item 7.01 is intended to be furnished<br>to, not filed with, the SEC pursuant to Regulation FD. |
| --- | --- |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ALPHA COGNITION INC. | ||
|---|---|---|
| By: | /s/ Michael McFadden | |
| Michael McFadden | ||
| Chief Executive Officer | ||
| Dated: March 27, 2026 |
2
Exhibit 99.1
| Date: March 27, 2026 |  <br>510 Burrard<br>Street, 3rd Floor<br><br>Vancouver BC, V6C 3B9<br><br>www.computershare.com |
|
|---|---|---|
| To: All Canadian Securities Regulatory Authorities | ||
| --- | ||
| Subject: ALPHA COGNITION INC. | ||
| Dear Sir/Madam: | ||
| We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: | ||
| Meeting Type : | Annual General Meeting | |
| --- | --- | |
| Record Date for Notice of Meeting : | April 24, 2026 | |
| Record Date for Voting (if applicable) : | April 24, 2026 | |
| Beneficial Ownership Determination Date : | April 24, 2026 | |
| Meeting Date : | June 16, 2026 | |
| Meeting Location (if available) : | Texas, US | |
| Issuer sending proxy related materials directly to NOBO: | No | |
| Issuer paying for delivery to OBO: | No | |
| Notice and Access (NAA) Requirements: | ||
| NAA for Beneficial Holders | Yes | |
| Beneficial Holders Stratification Criteria: | Not Applicable | |
| NAA for Registered Holders | Yes | |
| Registered Holders Stratification Criteria: | Not Applicable | |
| Voting Security Details: | ||
| --- | ||
| Description | CUSIP Number | ISIN |
| --- | --- | --- |
| COMMON | 02074J501 | CA02074J5017 |
| PREFERRED CLASS |
Sincerely,
ComputershareAgent for ALPHA COGNITION INC.