Were the ACAD share sales by the CFO discretionary or for tax withholding?

The sales were for tax withholding, not discretionary selling. The filing states they were mandatory sales to cover withholding taxes and tax-related items from RSU vesting and are intended to comply with Rule 10b5-1(c)(1)(i)(B) under the Exchange Act.

Acadia Pharmaceuticals (ACAD) CFO sells shares to cover RSU taxes

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

ACADIA PHARMACEUTICALS INC EVP and CFO Mark C. Schneyer reported routine equity compensation activity involving restricted stock units and related tax sales. On May 1, 2026, restricted stock units representing 6,815 shares of common stock vested and were exercised at $0.00 per share.

On May 4, 2026, 3,506 shares of common stock were sold in open-market transactions at a weighted average price of $21.79 per share to cover withholding taxes and tax-related items tied to this vesting, consistent with Rule 10b5-1(c) requirements. After these transactions, Schneyer directly held 66,145 shares of common stock.

Insider Trade Summary

Net Seller: 3,506 shares ($76,396)

Net Sell 3 txns

Insider Schneyer Mark C.

Role EVP, CHIEF FINANCIAL OFFICER

Sold 3,506 shs ($76K)

Type	Security	Shares	Price	Value
Sale	Common Stock	3,506	$21.79	$76K
Exercise	Restricted Stock Units	6,815	$0.00	--
Exercise	Common Stock	6,815	$0.00	--

Holdings After Transaction: Common Stock — 66,145 shares (Direct, null); Restricted Stock Units — 6,815 shares (Direct, null)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. 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 $21.79 to $21.7932, 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. The restricted stock units vest in four equal annual installments beginning May 1, 2024.

Key Figures

Shares sold for taxes: 3,506 shares Weighted average sale price: $21.79 per share RSUs vested and exercised: 6,815 units/shares +3 more

6 metrics

Shares sold for taxes 3,506 shares Open-market sale on May 4, 2026 to cover withholding taxes

Weighted average sale price $21.79 per share Common stock sales on May 4, 2026

RSUs vested and exercised 6,815 units/shares Restricted stock units converted to common stock on May 1, 2026

Exercise price for RSUs $0.00 per share Conversion of restricted stock units to common stock

Shares held after transactions 66,145 shares Direct common stock ownership following Form 4 transactions

Vesting schedule Four equal annual installments RSUs vesting beginning May 1, 2024

Key Terms

Restricted Stock Units, Rule 10b5-1(c)(1)(i)(B), weighted average price, withholding taxes, +1 more

5 terms

Restricted Stock Units financial

"The restricted stock units vest in four equal annual installments beginning May 1, 2024."

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.

Rule 10b5-1(c)(1)(i)(B) regulatory

"intended to comply with the requirements of Rule 10b5-1(c)(1)(i)(B) under the Exchange Act"

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

withholding taxes financial

"made to cover withholding taxes and tax related items imposed by the Issuer"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share"

Form 4 Insider Transactions: What Each Field Means →

05/05/2026 - 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
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^*

Schneyer Mark C.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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

X	Form 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)
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	05/01/2026		M		6,815	A	⁽¹⁾	69,651	D
Common Stock	05/04/2026		S⁽²⁾		3,506	D	$21.79⁽³⁾	66,145	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⁾	05/01/2026		M			6,815	⁽⁴⁾	⁽⁴⁾	Common Stock	6,815	$0	6,815	D

Explanation of Responses:

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

2. 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).

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.79 to $21.7932, 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.

4. The restricted stock units vest in four equal annual installments beginning May 1, 2024.

	/s/ Jennifer J. Rhodes, Attorney-in-Fact	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did ACAD (ACADIA PHARMACEUTICALS) CFO Mark Schneyer report in this Form 4?

He reported vesting of restricted stock units into 6,815 common shares and related tax-cover sales. The filing reflects routine equity compensation activity rather than a discretionary purchase, with a final direct holding of 66,145 common shares after the reported transactions.

How many ACAD common shares did the CFO sell, and at what price?

He sold 3,506 ACAD common shares at a weighted average price of $21.79. The shares were sold in multiple trades between $21.79 and $21.7932 per share, specifically to cover withholding taxes and tax-related items from restricted stock unit vesting.

How many ACAD shares does the CFO hold after these transactions?

After the reported transactions, the CFO directly holds 66,145 ACAD common shares. This post-transaction figure reflects both the RSU vesting into 6,815 shares and the sale of 3,506 shares to cover tax obligations associated with that vesting event.

What are the key details of the restricted stock units reported for ACAD?

Each restricted stock unit represents a contingent right to receive one ACAD common share. The units vest in four equal annual installments beginning May 1, 2024, and the 6,815 units exercised here converted into the same number of common shares at a $0.00 exercise price.