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ACADIA (ACAD) director Garofalo exercises RSUs and receives new option, RSU awards

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

Rhea-AI Filing Summary

ACADIA PHARMACEUTICALS director Elizabeth A. Garofalo reported equity compensation activity centered on RSUs and stock options. On May 29, 2026, she exercised 8,107 restricted stock units into 8,107 shares of common stock, bringing her direct common stock holdings to 33,489 shares.

She also received a new grant of 9,311 restricted stock units, each representing one future share of common stock, and 16,004 director stock options with a strike price of $21.66 per share that vest quarterly over one year. The new RSUs will vest in full on the earlier of one year from grant or the next annual meeting, and she has elected to defer receipt of the underlying shares until specified future triggers.

Positive

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Insider GAROFALO ELIZABETH A.
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 8,107 $0.00 --
Grant/Award Director Stock Options (Right to Buy) 16,004 $0.00 --
Grant/Award Restricted Stock Units 9,311 $0.00 --
Exercise Common Stock 8,107 $0.00 --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Director Stock Options (Right to Buy) — 16,004 shares (Direct, null); Common Stock — 33,489 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. The restricted stock units vested in full on May 29, 2026, the date on which an annual meeting of stockholders was held. The shares subject to each stock option will vest quarterly over one year following the date of grant, with the final tranche vesting on the earlier of one year following the date of grant or the next annual meeting of stockholders. The restricted stock units will vest in full on the earlier of one year following the date of grant or the next annual meeting of stockholders. The reporting person has elected to defer receipt of the shares of common stock underlying the restricted stock units until the earliest of the following: (i) the fifth anniversary of the date of grant of such restricted stock unit award; (ii) the date that is 30 days following the date on which the director ceases to serve as a member of the board of directors of the Issuer or otherwise provide services to the Issuer; and (iii) a change in control of the Issuer as defined in the Issuer's 2024 Equity Incentive Plan, as amended.
RSUs exercised 8,107 shares Restricted stock units converted to common stock on May 29, 2026
Common shares held 33,489 shares Direct common stock holdings after transactions
New RSU grant 9,311 units Restricted stock units granted on May 29, 2026
New options granted 16,004 options Director stock options granted on May 29, 2026
Option exercise price $21.66 per share Strike price for director stock options expiring May 28, 2036
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Director Stock Options financial
"The shares subject to each stock option will vest quarterly over one year following the date of grant"
Stock options granted to a company’s board members that give those directors the right to buy company shares at a preset price after certain conditions are met. They matter to investors because they align directors’ incentives with shareholders—encouraging decisions that could raise the share price—but also create potential share dilution and future selling pressure once the options are exercised, similar to giving a delayed bonus tied to performance.
change in control financial
"and (iii) a change in control of the Issuer as defined in the Issuer's 2024 Equity Incentive Plan, as amended."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
2024 Equity Incentive Plan financial
"as defined in the Issuer's 2024 Equity Incentive Plan, as amended."
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Form 4 Insider Transactions: What Each Field Means →
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).
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*
GAROFALO ELIZABETH A.
(Last)(First)(Middle)
C/O ACADIA PHARMACEUTICALS INC.
12830 EL CAMINO REAL, SUITE 400
(Street)
SAN DIEGO CALIFORNIA 92130
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ACADIA PHARMACEUTICALS INC [ ACAD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026		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 Stock05/29/2026M8,107A(1)33,489D
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
Restricted Stock Units(1)05/29/2026M8,107 (2) (2)Common Stock8,107$00D
Director Stock Options (Right to Buy)$21.6605/29/2026A16,004 (3)05/28/2036Common Stock16,004$016,004D
Restricted Stock Units(1)05/29/2026A9,311 (4) (4)Common Stock9,311$09,311D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
2. The restricted stock units vested in full on May 29, 2026, the date on which an annual meeting of stockholders was held.
3. The shares subject to each stock option will vest quarterly over one year following the date of grant, with the final tranche vesting on the earlier of one year following the date of grant or the next annual meeting of stockholders.
4. The restricted stock units will vest in full on the earlier of one year following the date of grant or the next annual meeting of stockholders. The reporting person has elected to defer receipt of the shares of common stock underlying the restricted stock units until the earliest of the following: (i) the fifth anniversary of the date of grant of such restricted stock unit award; (ii) the date that is 30 days following the date on which the director ceases to serve as a member of the board of directors of the Issuer or otherwise provide services to the Issuer; and (iii) a change in control of the Issuer as defined in the Issuer's 2024 Equity Incentive Plan, as amended.
/s/ Jennifer J. Rhodes, Attorney-in-Fact06/01/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did ACAD (ACADIA PHARMACEUTICALS) director Elizabeth Garofalo report in this Form 4?

She reported equity compensation activity, including exercising 8,107 restricted stock units into common shares and receiving new grants of 9,311 restricted stock units and 16,004 director stock options, all held as direct ownership as of the reported date.

How many ACAD common shares does Elizabeth Garofalo hold after these transactions?

After exercising 8,107 restricted stock units, Elizabeth Garofalo directly holds 33,489 shares of ACADIA PHARMACEUTICALS common stock, according to the Form 4, reflecting her updated equity stake following the reported compensation-related transactions.

What restricted stock unit awards did ACAD director Garofalo receive on May 29, 2026?

She received 9,311 restricted stock units, each representing one future share of ACAD common stock. These RSUs vest in full on the earlier of one year from grant or the next annual meeting, with settlement deferred until certain specified future events.

What are the terms of Elizabeth Garofalo’s new ACAD director stock options?

She was granted 16,004 director stock options with an exercise price of $21.66 per share. The options vest quarterly over one year following the grant date, with the final tranche vesting by the earlier of one year or the next annual stockholder meeting.

How were previously granted ACAD restricted stock units treated in this filing?

Previously granted restricted stock units totaling 8,107 vested in full on May 29, 2026, the date of ACAD’s annual stockholder meeting, and were exercised into 8,107 common shares, reducing the RSU balance tied to that earlier award to zero.

Does Elizabeth Garofalo defer receipt of any ACAD shares from new RSUs?

Yes. For the new 9,311 restricted stock units, she elected to defer receipt of the underlying common shares until the earliest of five years from grant, 30 days after ceasing board service, or a qualifying change in control under ACAD’s 2024 Equity Incentive Plan.