AXSM Rule 144 notice: insider proposes sale of 12,774 shares

Rhea-AI Filing Summary

Axsome Therapeutics, Inc. (AXSM) submitted a Rule 144 notice reporting a proposed sale of 12,774 shares of common stock through Goldman Sachs & Co. LLC, with an aggregate market value of $1,516,401.54. The filer reports the shares were acquired on 05/27/2016 as compensation via stock options and that the planned sale method is a cashless exercise/same-day sale.

The form also lists multiple sales by the same person during the past three months: 09/12/2025 (27,907 shares), 09/15/2025 (15,254 shares), 09/16/2025 (19,719 shares), 10/06/2025 (19,220 shares), and 10/07/2025 (13,390 shares), with individual gross proceeds shown for each transaction. The notice includes the required certification that the seller is not aware of material nonpublic information about the issuer.

Positive

• Full Rule 144 disclosure filed showing transaction details and compliance with sale-reporting requirements
• Broker identified as Goldman Sachs & Co. LLC, providing a standard execution channel
• Acquisition source disclosed: shares were acquired as compensation on 05/27/2016

Negative

• Multiple recent insider sales in the past three months (largest: 27,907 shares on 09/12/2025) indicating ongoing insider liquidity
• Planned sale value of $1,516,401.54 could add short-term share supply pressure on 10/08/2025

Insights

Securities Compliance Analyst

Rule 144 disclosure follows standard insider-sale procedures and includes a 10b5-1 representation.

The filing reports a proposed open-market sale under Rule 144 of 12,774 shares via Goldman Sachs & Co. LLC, and confirms the shares were acquired as compensation on 05/27/2016. The form includes the seller's certification that no undisclosed material adverse information is known.

This notice and the listed prior sales create a clear public record of recent insider liquidity; monitor any stated plan adoption date if provided, since a documented 10b5-1 plan changes the compliance profile for future sales.

Equity Transaction Analyst

Insider has executed multiple share sales in the past three months, generating multi‑million dollar proceeds per trade.

The recent transactions show repeated dispositions on 09/12/2025, 09/15/2025, 09/16/2025, 10/06/2025, and 10/07/2025, with individual gross proceeds reported (for example, $3,319,894.86 on 09/12/2025). These sales indicate ongoing insider monetization rather than a single isolated event.

For investors, track near-term share supply pressure around the listed sale date 10/08/2025 and compare daily volumes to assess market impact.

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	12774	1516401.54	49901487	10/08/2025	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			12774	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	10/06/2025	19220	2309661.63
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
Herriot Tabuteau One World Trade Center 29th Floor New York NY 10007	Common Stock	09/16/2025	19719	2251690.92
Herriot Tabuteau One World Trade Center 29th Floor New York NY 10007	Common Stock	10/07/2025	13390	1590307.54

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 the AXSM Form 144 report?

It reports a proposed sale of 12,774 common shares valued at $1,516,401.54, to be executed through Goldman Sachs & Co. LLC on or about 10/08/2025.

How were the shares being sold acquired?

The shares were acquired as compensation via stock options on 05/27/2016 and the planned method is a cashless exercise/same-day sale.

Has the seller sold other AXSM shares recently?

Yes; sales in the past three months include 27,907 shares on 09/12/2025, 15,254 on 09/15/2025, 19,719 on 09/16/2025, 19,220 on 10/06/2025, and 13,390 on 10/07/2025.

Does the filing state whether a 10b5-1 trading plan was used?

No specific plan adoption date is provided in the visible remarks; the form includes the standard 10b5-1 representation block but no adoption date was shown.

Who is the broker handling the sale?

The broker listed for the transaction is Goldman Sachs & Co. LLC located at 200 West Street, New York, NY.