[144] Axsome Therapeutics, Inc. SEC Filing

Rhea-AI Filing Summary

Axsome Therapeutics (AXSM) reported a Form 144 notice showing a proposed sale of 19,719 shares of common stock through Goldman Sachs & Co. LLC, with an aggregate market value of $2,249,937.90, and an approximate sale date of 09/16/2025 on NASD. The securities were acquired on 05/27/2016 as compensation via stock options and the stated payment method is a cashless exercise/same-day sale. The filing also discloses two prior sales by the same person within the past three months: 27,907 shares sold on 09/12/2025 for $3,319,894.86 and 15,254 shares sold on 09/15/2025 for $1,790,378.76. The filer affirms no undisclosed material adverse information.

Positive

• Disclosure complies with Rule 144 by providing broker, quantities, dates, acquisition details, and seller certification
• Securities were acquired as compensation in 2016, indicating the sales are disposals of long-held, vested compensation shares

Negative

• Insider sold a total of 43,161 shares in prior three days (27,907 on 09/12/2025 and 15,254 on 09/15/2025) totaling about $5.11 million in gross proceeds
• Proposed additional sale of 19,719 shares valued at about $2.25 million increases insider selling pressure in a short period

Insights

Securities Analyst

TL;DR: Insider selling disclosed; amounts are modestly large but do not by themselves indicate company performance changes.

The Form 144 notifies the market that an insider or person defined under Rule 144 intends to sell 19,719 shares valued at about $2.25 million, using a broker-dealer.

This filing is a routine disclosure required when restricted or control shares are to be sold publicly. The seller previously executed two sizeable transactions in the prior three days totaling 43,161 shares and approximately $5.11 million in gross proceeds, indicating a multi-step disposal pattern rather than a single block sale. From an analytical perspective, such sales increase share supply but do not, by themselves, reveal operational or financial deterioration since acquisition was compensation from 2016 and the filer certifies no undisclosed material information.

Corporate Governance Expert

TL;DR: Multiple recent insider sales are noteworthy for governance monitoring even if procedurally compliant.

The disclosure shows an individual (identified in prior sales entries) selling restricted shares acquired as compensation in 2016, with multiple transactions over days. While Rule 144 notices are common, clustered sales by insiders warrant attention from governance and investor-relations teams because they can be perceived negatively by the market and may trigger additional shareholder queries.

All required procedural elements appear present: broker identification, dates, quantities, and the seller's representation about material information. No filing elements indicate noncompliance, but the pattern raises governance monitoring considerations.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	19719	2249937.9	49901487	09/16/2025	NASD

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	05/27/2016	Acquired as compensation -- Stock Options	The Issuer			19719	05/27/2016	Compensation -- Cashless exercise / same-day sale

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Herriot Tabuteau One World Trade Center 29th Floor New York NY 10007	Common Stock	09/12/2025	27907	3319894.86
Herriot Tabuteau One World Trade Center 29th Floor New York NY 10007	Common Stock	09/15/2025	15254	1790378.76

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Axsome Therapeutics (AXSM) Form 144 disclose?

The Form 144 discloses a proposed sale of 19,719 shares valued at $2,249,937.90 with an approximate sale date of 09/16/2025 through Goldman Sachs & Co. LLC.

Who acquired the shares being sold and when?

The shares were acquired on 05/27/2016 as compensation via stock options from the issuer, with payment via cashless exercise / same-day sale noted.

Has the seller sold other AXSM shares recently?

Yes. The filing shows sales of 27,907 shares on 09/12/2025 for $3,319,894.86 and 15,254 shares on 09/15/2025 for $1,790,378.76.

Which broker is handling the proposed sale?

The proposed sale is to be handled by Goldman Sachs & Co. LLC located at 200 West Street, New York, NY 10282.

Does the filer assert any undisclosed material information?

By signing the notice, the person represents they do not know any material adverse information about the issuer that has not been publicly disclosed.