ACADIA (NASDAQ: ACAD) EVP Jennifer Rhodes sells shares after RSU vest

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

ACADIA Pharmaceuticals’ EVP and Chief Legal Officer Jennifer J. Rhodes reported equity transactions related to vested stock awards. On February 6, 2026, 12,944 restricted stock units were converted into common shares at an exercise price of $0, reflecting previously granted equity compensation.

On February 9, 2026, she sold 6,950 shares of common stock at a weighted average price of $23.38 per share in mandatory sales to cover withholding taxes and related items tied to the vesting. Following these transactions, she directly owned 7,609 shares of common stock and 12,945 restricted stock units, which continue to vest through February 2028.

Insider Trade Summary

Net Seller: 6,950 shares ($162,491)

Net Sell 3 txns

Insider Rhodes Jennifer J

Role EVP, CHIEF LEGAL OFFICER, SEC

Sold 6,950 shs ($162K)

Type	Security	Shares	Price	Value
Sale	Common Stock	6,950	$23.38	$162K
Exercise	Restricted Stock Units	12,944	$0.00	--
Exercise	Common Stock	12,944	$0.00	--

Holdings After Transaction: Common Stock — 7,609 shares (Direct); Restricted Stock Units — 12,945 shares (Direct)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. Includes 595 shares of the Issuer's common stock acquired by the reporting person on May 15, 2025 pursuant to an employee stock purchase plan. The mandatory sales reported in this Form 4 were made to cover withholding taxes and tax related items imposed by the Issuer in connection with the vesting of restricted stock units, and it is intended to comply with the requirements of Rule 10b5-1(c)(1)(i)(B) under the Exchange Act and be interpreted to meet the requirements of Rule 10b5-1(c). The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.38 to $23.40, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. 50% of the restricted stock units vested on February 6, 2026 and 25% vest on each of February 6, 2027 and February 6, 2028.

Form 4 Insider Transactions: What Each Field Means →

02/10/2026 - 06:00 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rhodes Jennifer J

(Last)

(First)

(Middle)

C/O ACADIA PHARMACEUTICALS INC.

12830 EL CAMINO REAL, SUITE 400

(Street)

SAN DIEGO

92130

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ACADIA PHARMACEUTICALS INC [ ACAD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, CHIEF LEGAL OFFICER, SEC

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/06/2026		M		12,944	A	$0⁽¹⁾	14,559⁽²⁾	D
Common Stock	02/09/2026		S⁽³⁾		6,950	D	$23.38⁽⁴⁾	7,609	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	02/06/2026		M			12,944	⁽⁵⁾	⁽⁵⁾	Common Stock	12,944	$0	12,945	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

2. Includes 595 shares of the Issuer's common stock acquired by the reporting person on May 15, 2025 pursuant to an employee stock purchase plan.

3. The mandatory sales reported in this Form 4 were made to cover withholding taxes and tax related items imposed by the Issuer in connection with the vesting of restricted stock units, and it is intended to comply with the requirements of Rule 10b5-1(c)(1)(i)(B) under the Exchange Act and be interpreted to meet the requirements of Rule 10b5-1(c).

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.38 to $23.40, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

5. 50% of the restricted stock units vested on February 6, 2026 and 25% vest on each of February 6, 2027 and February 6, 2028.

	/s/ Jennifer J. Rhodes	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ACAD EVP Jennifer Rhodes report on this Form 4?

Jennifer Rhodes reported the vesting and conversion of 12,944 restricted stock units into ACADIA common stock, followed by the sale of 6,950 shares. These actions relate to equity compensation and associated tax-withholding sales.

How many ACAD shares did Jennifer Rhodes sell and at what price?

Jennifer Rhodes sold 6,950 shares of ACADIA Pharmaceuticals common stock at a weighted average price of $23.38 per share. The shares were sold in multiple trades between $23.38 and $23.40 to cover tax obligations from vested restricted stock units.

Why were Jennifer Rhodes’ ACAD shares sold according to the Form 4 footnotes?

The Form 4 states the sales were mandatory to cover withholding taxes and tax-related items triggered by restricted stock unit vesting. The transactions are intended to comply with Rule 10b5-1(c) requirements under the Exchange Act for preset trading arrangements.

How many ACAD shares and RSUs does Jennifer Rhodes hold after these transactions?

After the reported transactions, Jennifer Rhodes directly owned 7,609 shares of ACADIA common stock and 12,945 restricted stock units. These RSUs represent rights to receive common shares as they vest over a defined schedule through February 2028.

What is the vesting schedule for Jennifer Rhodes’ ACAD restricted stock units?

According to the filing, 50% of the restricted stock units vested on February 6, 2026, with 25% vesting on February 6, 2027, and the remaining 25% on February 6, 2028. Each restricted stock unit converts into one share of common stock upon vesting.

What role does Jennifer Rhodes hold at ACADIA Pharmaceuticals?

Jennifer J. Rhodes serves as Executive Vice President and Chief Legal Officer at ACADIA Pharmaceuticals. Her Form 4 reflects equity compensation activity and related share sales associated with her position as a senior corporate officer at the company.