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Correspondence 0001104659-24-001347 from COGNITION THERAPEUTICS INC (CGTX) (CIK 0001455365) (CGTX)

COGNITION THERAPEUTICS INC (CGTX) (CIK 0001455365)
Date: Jan. 4, 2024 · CIK: 0001455365 · Accession: 0001104659-24-001347

AI Filing Summary & Sentiment

File numbers found in text: 333-276316

Date
January 4, 2024
Author
By
Form
CORRESP
Company
COGNITION THERAPEUTICS INC (CGTX) (CIK 0001455365)

Letter

Cognition Therapeutics, Inc.

2500 Westchester Ave.

Purchase, New York 10577

January 4, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, NE

Washington, D.C. 20549

Attention: Tim Buchmiller

Re: Cognition Therapeutics, Inc.

Registration Statement on Form S-3

Filed December 29, 2023 (File No. 333-276316)

Ladies and Gentlemen:

Pursuant to Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, Cognition Therapeutics, Inc. (the “Company”) hereby requests that the effective date of the Company’s Registration Statement on Form S-3 (File No. 333-276316) (the “Registration Statement”) be accelerated so that the Company’s Registration Statement will become effective at 4:05 PM, Eastern Time, on January 8, 2024, or as soon thereafter as is practicable, or at such other time thereafter as our counsel, Goodwin Procter LLP, may request by telephone. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Goodwin Procter LLP, by calling Rachael M. Bushey at (445) 207-7805 or Justin Platt at (212) 459-7360.

Please direct any questions or comments concerning this request to Rachael M. Bushey of Goodwin Procter LLP at (445) 207-7805 or Justin Platt at (212) 459-7360.

Sincerely,
COGNITION THERAPEUTICS, INC.

Show Raw Text
CORRESP
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Cognition Therapeutics, Inc.

2500 Westchester Ave.

Purchase, New York 10577

January 4, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, NE

Washington, D.C. 20549

Attention: Tim Buchmiller

    Re:
    Cognition Therapeutics, Inc.

    Registration Statement on Form S-3

    Filed December 29, 2023 (File No. 333-276316)

Ladies and Gentlemen:

Pursuant to Rule 461
of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, Cognition Therapeutics, Inc.
(the “Company”) hereby requests that the effective date of the Company’s Registration Statement on Form S-3
(File No. 333-276316) (the “Registration Statement”) be accelerated so that the Company’s Registration Statement
will become effective at 4:05 PM, Eastern Time, on January 8, 2024, or as soon thereafter as is practicable, or at such other time
thereafter as our counsel, Goodwin Procter LLP, may request by telephone. Once the Registration Statement has been declared effective,
please orally confirm that event with our counsel, Goodwin Procter LLP, by calling Rachael M. Bushey at (445) 207-7805 or Justin Platt
at (212) 459-7360.

Please direct any questions
or comments concerning this request to Rachael M. Bushey of Goodwin Procter LLP at (445) 207-7805 or Justin Platt at (212) 459-7360.

    Sincerely,

    COGNITION THERAPEUTICS, INC.

    By:
    /s/ Lisa Ricciardi

    Name:
    Lisa Ricciardi

    Title:
    President and Chief Executive Officer

    Cc:
    Rachael M. Bushey, Goodwin Procter LLP

    Justin Platt, Goodwin Procter LLP