Axsome CEO Tabuteau exercises options; retains 7.34M indirect shares
Rhea-AI Filing Summary
Axsome Therapeutics insider activity by Herriot Tabuteau: The reporting person, who is CEO, director and a 10% owner, executed option exercises on 09/12/2025, 09/15/2025 and 09/16/2025 to purchase in aggregate 62,880 shares at exercise prices of $118.96, $117.37 and $114.19 respectively, under options originally granted 05/27/2017 and exercisable through 05/27/2026. Those exercises were followed by open-market sales of the same underlying shares pursuant to a pre-approved 10b5-1 plan, with weighted-average sale prices ranging roughly $113.01 to $122.54. The filer reports indirect beneficial ownership of 7,344,500 shares through an entity for which he has voting and dispositive power.
Positive
- Disclosed use of a pre-approved 10b5-1 plan for sales, indicating procedural compliance
- Significant indirect ownership of 7,344,500 shares, showing continued material alignment with shareholders
Negative
- Large open-market sales of exercised shares reduced direct beneficial ownership to 7,229 shares
- Multiple option exercises occurred shortly before option expiration, generating near-term share supply sold into the market
Insights
TL;DR: Routine option exercises before expiration with immediate market sales under a 10b5-1 plan; large indirect stake remains.
The transactions reflect the exercise of near-expiring employee stock options followed by contemporaneous open-market sales executed under a pre-approved 10b5-1 plan, consistent with planned liquidity rather than ad-hoc disposition. The sales' weighted-average prices are disclosed for three tranches and fall between approximately $113 and $123. Notably, the reporting person retains significant indirect ownership of 7,344,500 shares, indicating continued material exposure to Axsome's equity.
TL;DR: Governance processes appear followed: 10b5-1 plan used and signature by attorney-in-fact; transactions procedural.
The filing documents the necessary exercise of options approaching their 10-year expiry, with executions and subsequent sales disclosed and signed by an attorney-in-fact. Use of a pre-approved trading plan and disclosure of indirect ownership align with standard Section 16 reporting and internal controls for insider trading.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 19,719 | $0.00 | -- |
| Exercise | Common Stock | 19,719 | $8.02 | $158K |
| Sale | Common Stock | 19,719 | $114.19 | $2.25M |
| Exercise | Stock Option (Right to Buy) | 15,254 | $0.00 | -- |
| Exercise | Common Stock | 15,254 | $8.02 | $122K |
| Sale | Common Stock | 15,254 | $117.37 | $1.79M |
| Exercise | Stock Option (Right to Buy) | 27,907 | $0.00 | -- |
| Exercise | Common Stock | 27,907 | $8.02 | $224K |
| Sale | Common Stock | 27,907 | $118.96 | $3.32M |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Necessary exercise of stock options set to expire due to attainment of the 10-year expiration date of such options within the next year. Such transaction was pursuant to a pre-approved 10b5-1 plan. Represents the subsequent sale of the underlying shares of the aforementioned exercise of stock options. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $117.81 and $122.54. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $116.70 and $118.44. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $113.01 and $116.10. Such shares are held by an entity, of which the reporting person has voting and dispositive power, and therefore, the reporting person is deemed to be the indirect beneficial owner of such shares.
