Baker funds tied to ACAD (ACAD) report RSU and stock option grants
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
BAKER BROS. ADVISORS LP reported acquisition or exercise transactions in this Form 4 filing.
ACADIA PHARMACEUTICALS INC reported equity compensation grants linked to Baker-related entities and funds. The filing shows awards connected to board service by Julian C. Baker and Dr. Stephen R. Biggar, where the Baker funds have an indirect pecuniary interest.
The grants include a total of 18,622 restricted stock units and 32,008 non-qualified stock options, reported for the funds because each fund has an indirect pecuniary interest in these securities. The stock options carry a strike price of $21.66, vest in four equal quarterly installments beginning on May 29, 2026, and expire on May 28, 2036. The adviser has voting and dispositive power over the options, RSUs, and any common stock issued from them, while Julian C. Baker, Felix J. Baker, Baker Bros. Advisors LP, and its general partner disclaim beneficial ownership except to the extent of their pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
6 transactions reported
Mixed
6 txns
Insider
BAKER BROS. ADVISORS LP, 667, L.P., Baker Bros. Advisors (GP) LLC, Baker Brothers Life Sciences LP, BAKER FELIX, BAKER JULIAN
Role
null | null | null | null | null | null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Non- Qualified Stock Option (right to buy) | 32,008 | $0.00 | -- |
| Grant/Award | Non- Qualified Stock Option (right to buy) | 32,008 | $0.00 | -- |
| Grant/Award | Common Stock | 18,622 | $0.00 | -- |
| Grant/Award | Common Stock | 18,622 | $0.00 | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Non- Qualified Stock Option (right to buy) — 32,008 shares (Indirect, See Footnotes);
Common Stock — 3,677,357 shares (Indirect, See Footnotes);
Common Stock — 102,876 shares (Direct, null)
Footnotes (1)
- Includes 9,311 restricted stock units (each, an "RSU") payable solely in common stock ("Common Stock") of Acadia Pharmaceuticals Inc. (the "Issuer") granted by the Issuer to each of Julian C. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP") and Dr. Stephen R. Biggar, a full-time employee of Baker Bros. Advisors LP (the "Adviser") on May 29, 2026, pursuant to the Issuer's 2024 Equity Incentive Plan ("Incentive Plan"). The RSUs fully vest on the earlier of May 29, 2027 or the date of the next annual meeting of stockholders of the Issuer, subject to Julian C. Baker's and Dr. Biggar's continuous service on the board of directors of the Issuer (the "Board") through the vesting date. Julian C. Baker and Dr. Biggar serve on the Board as representatives of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") and their affiliates and control persons. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I and the non-qualified options to purchase Common Stock of the Issuer ("Stock Options") reported in column 9 of Table II held directly by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667. The Adviser serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. The Adviser GP is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by or for the benefit of the Funds. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose. Includes beneficial ownership of 42,148 shares of Common Stock issued upon the vesting of RSUs previously issued to each of Julian C. Baker and Dr. Biggar in their capacity as directors of the Issuer pursuant to the Incentive Plan of which the Funds may be deemed to own a portion and 27,500 previously issued shares from the exercise of 27,500 Stock Options that were issued to Dr. Biggar in his capacity as a director of the Issuer, of which the Funds may be deemed to own a portion. Pursuant to the policies of the Adviser, Julian C. Baker and Dr. Biggar do not have a right to any of the Issuer's securities issued as compensation for their service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in such securities. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the shares of Common Stock, Stock Options, Common Stock issued upon exercise of Stock Options, RSUs and Common Stock received upon vesting of RSUs (i.e. no direct pecuniary interest) issued as compensation for such Board service. Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the Stock Options, RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I and the Stock Options reported in column 9 of Table II held directly by or held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences. Common Stock held directly by Felix J. Baker received from in-kind pro rata distributions without consideration. Common Stock held directly by Julian C. Baker received from in-kind pro rata distributions without consideration. 16,004 Stock Options exercisable solely into Common Stock were granted under the Incentive Plan to each of Julian C. Baker and Dr. Biggar in their capacity as directors of the Issuer. The Stock Options have a strike price of $21.66 and vest in 4 equal quarterly installments beginning on May 29, 2026, with the final tranche vesting upon the earlier of the one year anniversary of the date of grant or the date of the next annual meeting of stockholders of the Issuer and expire on May 28, 2036. The acquisitions of the RSUs and Stock Options reported on this form represent grants to each of Julian C. Baker and Dr. Biggar of 9,311 RSUs on Table I and 16,004 Stock Options on Table II. These grants, totaling 18,622 RSUs and 32,008 Stock Options for Julian C. Baker and Dr. Biggar in the aggregate, are reported for each of the Funds as each has an indirect pecuniary interest in such securities.
Key Figures
Total RSUs granted (aggregate for both directors): 18,622 RSUs
Total stock options granted (aggregate for both directors): 32,008 stock options
Strike price of stock options: $21.66 per share
+3 more
6 metrics
Total RSUs granted (aggregate for both directors)
18,622 RSUs
Board service grants reported for Baker funds’ indirect pecuniary interest
Total stock options granted (aggregate for both directors)
32,008 stock options
Non-qualified options tied to ACADIA board compensation
Strike price of stock options
$21.66 per share
Non-qualified stock options exercisable into common stock
Option expiration date
May 28, 2036
Expiration for non-qualified stock options under ACADIA plan
RSUs per individual director
9,311 RSUs each
Granted to Julian C. Baker and Dr. Biggar for board service
Stock options per individual director
16,004 options each
Granted to Julian C. Baker and Dr. Biggar for board service
Key Terms
restricted stock units, non-qualified stock option, pecuniary interest, dispositive power, +1 more
5 terms
restricted stock units financial
"Includes 9,311 restricted stock units (each, an "RSU") payable solely in 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.
non-qualified stock option financial
"16,004 Stock Options exercisable solely into Common Stock were granted under the Incentive Plan"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
pecuniary interest financial
"may be deemed to have an indirect pecuniary interest in Common Stock"
dispositive power financial
"the Adviser has voting and dispositive power over the Stock Options, RSUs and any Common Stock"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Equity Incentive Plan financial
"granted by the Issuer to each ... pursuant to the Issuer's 2024 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
FAQ
What are the key terms of the stock options reported for ACAD (ACADIA)?
The non-qualified stock options cover 32,008 shares of common stock at a $21.66 strike price. They vest in four equal quarterly installments starting May 29, 2026, with final vesting by the earlier of one year from grant or the next annual shareholder meeting.
Who holds voting and dispositive power over the ACAD (ACADIA) RSUs and options?
According to the filing, the Adviser has voting and dispositive power over the stock options, restricted stock units, and any common stock issued from them. This authority applies to securities held directly by or for the benefit of the Baker funds.
Do Julian and Felix Baker claim full beneficial ownership of these ACAD securities?
No. The filing states that Julian C. Baker, Felix J. Baker, the Adviser GP, and the Adviser disclaim beneficial ownership of securities held for the funds, except to the extent of their pecuniary interest arising from their ownership interests in the funds and related general partners.
How are RSUs and stock options from ACAD board service treated for the Baker funds?
Policies of the Adviser provide that Julian C. Baker and Dr. Biggar do not personally receive compensation securities. Instead, the funds are entitled to an indirect proportionate pecuniary interest in RSUs, stock options, and any common stock issued upon vesting or exercise tied to their board service.
What vesting schedule applies to the ACAD (ACADIA) RSUs granted in this Form 4?
Each of Julian C. Baker and Dr. Biggar received 9,311 RSUs that fully vest on the earlier of May 29, 2027 or the date of ACADIA’s next annual shareholder meeting, subject to their continuous service on the board until the vesting date.