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Axsome Therapeutics (AXSM) COO sells 4,750 shares after option exercise

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Axsome Therapeutics, Inc. Chief Operating Officer Mark L. Jacobson reported an exercise-and-sell transaction in company stock. He exercised stock options to acquire 4,750 shares of common stock at $12.95 per share, then sold the same 4,750 shares in open-market transactions at weighted average prices of about $227.94 and $228.18.

The footnotes state these options had been held for 7 years and were exercised before their 10-year expiration, and that the sales were made under a pre-approved Rule 10b5-1 plan, which has now been completed. Following the sales, he reports no directly held common shares but continues to hold 114,954 stock options expiring on March 19, 2029.

Positive

  • None.

Negative

  • None.
Insider Jacobson Mark L.
Role Chief Operating Officer
Sold 4,750 shs ($1.08M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 233 $0.00 --
Exercise Common Stock 233 $12.95 $3K
Sale Common Stock 233 $228.18 $53K
Exercise Stock Option (Right to Buy) 4,517 $0.00 --
Exercise Common Stock 4,517 $12.95 $58K
Sale Common Stock 4,517 $227.94 $1.03M
Holdings After Transaction: Stock Option (Right to Buy) — 114,954 shares (Direct, null); Common Stock — 233 shares (Direct, null)
Footnotes (1)
  1. Represents an exercise of stock options which were held for 7 years and exercised prior to the 10 year expiration date of such options. Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed. Represents the subsequent sale of the underlying shares of the aforementioned exercise of stock options. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $225.12 and $231.97. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $225.01 and $230.77.
Shares sold 4,750 shares Common stock sold in open-market transactions
Weighted average sale prices $227.94 and $228.18 per share Open-market sale prices for common stock
Option exercise price $12.95 per share Conversion or exercise price for stock options
Options exercised 4,750 options Stock options converted into common shares
Remaining stock options 114,954 options Stock options held after transactions, expiring March 19, 2029
Option expiration date March 19, 2029 Final expiration for the reported stock option grant
Sale price ranges $225.01–$231.97 per share Ranges for series of open-market sale transactions
Rule 10b5-1 plan financial
"Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed."
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
stock options financial
"Represents an exercise of stock options which were held for 7 years"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
open market transactions financial
"Represents the weighted average sale price of a series of open market transactions"
Open market transactions are the buying and selling of a company’s shares or other securities conducted on public exchanges or through the wider market rather than through private deals or negotiated placements. They matter to investors because these trades change supply and demand in real time—like shoppers affecting a store’s inventory—and so can move prices, signal management or investor sentiment, affect liquidity, and alter ownership stakes that influence future returns and risk.
weighted average sale price financial
"Represents the weighted average sale price of a series of open market transactions"
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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).
X
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*
Jacobson Mark L.

(Last)(First)(Middle)
C/O AXSOME THERAPEUTICS, INC.
ONE WORLD TRADE CENTER, 29TH FLOOR

(Street)
NEW YORK NEW YORK 10007

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Axsome Therapeutics, Inc. [ AXSM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/04/2026M(1)(2)4,517A$12.954,517D
Common Stock05/04/2026S(2)(3)4,517D$227.94(4)0D
Common Stock05/05/2026M(1)(2)233A$12.95233D
Common Stock05/05/2026S(2)(3)233D$228.18(5)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$12.9505/04/2026M(1)(2)4,51703/19/202003/19/2029Common Stock4,517$0.00115,187D
Stock Option (Right to Buy)$12.9505/05/2026M(1)(2)23303/19/202003/19/2029Common Stock233$0.00114,954D
Explanation of Responses:
1. Represents an exercise of stock options which were held for 7 years and exercised prior to the 10 year expiration date of such options.
2. Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed.
3. Represents the subsequent sale of the underlying shares of the aforementioned exercise of stock options.
4. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $225.12 and $231.97.
5. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $225.01 and $230.77.
/s/ Mark Jacobson05/05/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Axsome Therapeutics (AXSM) report for Mark L. Jacobson?

Axsome Therapeutics reported that COO Mark L. Jacobson exercised options for 4,750 common shares at $12.95 per share and sold all 4,750 shares in open-market trades around $228 per share, according to the Form 4 filing and related footnotes.

Were the recent AXSM insider stock sales by the COO under a 10b5-1 plan?

Yes. The filing footnotes state the transactions were executed under a pre-approved Rule 10b5-1 trading plan. This type of plan pre-schedules trades, indicating the timing was planned rather than discretionary. The footnote also notes that this particular plan has now been completed.

How many Axsome Therapeutics (AXSM) shares did the COO sell and at what prices?

The COO sold 4,750 common shares of Axsome Therapeutics in open-market transactions. Weighted average sale prices were about $227.94 and $228.18 per share, with individual trades ranging roughly between $225.01 and $231.97, as detailed in the footnotes.

What stock options did the Axsome Therapeutics COO exercise in this Form 4 filing?

He exercised stock options covering 4,750 shares of common stock at a conversion or exercise price of $12.95 per share. The options were originally granted with a March 19, 2029 expiration date and had been held for approximately seven years before exercise, according to the footnotes.

Does the Axsome Therapeutics (AXSM) COO still hold shares after these transactions?

After the reported sales, the Form 4 shows zero directly held common shares for the COO. However, it lists 114,954 stock options remaining following the derivative transactions, with an expiration date of March 19, 2029, indicating he retains a significant derivative position.

What is the net share impact of the Axsome Therapeutics COO’s recent Form 4 transactions?

The transaction summary shows 4,750 shares acquired through option exercises and 4,750 shares sold, resulting in net-sell activity of 4,750 shares. While direct common share holdings fell to zero, the insider continues to hold substantial stock options in the company.