Were the Axsome Therapeutics (AXSM) share sales by Roger Jeffs related to RSUs?

Yes. The footnotes explain that the sold shares were used to cover taxes from the settlement of RSUs initially granted on June 6, 2025. This links the transactions directly to equity compensation rather than independent portfolio rebalancing or new investment decisions.

Axsome director sells 572 shares under 10b5-1 plan

Axsome Therapeutics director Roger Jeffs sold 572 shares of common stock in two open-market transactions at prices of $246.18 and $249.12 per share.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Axsome Therapeutics director Roger Jeffs sold 572 shares of common stock in two open-market transactions at prices of $246.18 and $249.12 per share. The sales were executed under a pre-approved Rule 10b5-1 trading plan and to cover taxes on the settlement of previously granted RSUs. After these transactions, he directly holds 58,367 shares.

Insider Trade Summary 10b5-1

Net Seller: 572 shares

Net Sell 2 txns

Insider JEFFS ROGER

Role Director

Sold 572 shs ($142K)

Type	Security	Shares	Price	Value
Sale	Common Stock	286	$249.12	$71K
Sale	Common Stock	286	$246.18	$70K

Holdings After Transaction: Common Stock — 58,367 shares (Direct)

Footnotes (2)

F1. Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed.
F2. These shares were sold to cover taxes associated with the settlement of RSUs that were initially granted to the Reporting Person on June 6, 2025.

Key Figures

Shares sold on first day: 286 shares Shares sold on second day: 286 shares Total shares sold: 572 shares +1 more

4 metrics

Shares sold on first day 286 shares Open-market sale at $246.18 per share

Shares sold on second day 286 shares Open-market sale at $249.12 per share

Total shares sold 572 shares Two open-market sales in June 2026

Shares held after transactions 58,367 shares Direct ownership after June 2026 sales

Key Terms

Rule 10b5-1 plan, RSUs, open-market sale

3 terms

Rule 10b5-1 plan regulatory

"Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed."

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

RSUs financial

"These shares were sold to cover taxes associated with the settlement of RSUs that were initially granted"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

open-market sale financial

"transaction_action: open-market sale; transaction_code_description: Sale in open market or private transaction"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Axsome Therapeutics (AXSM) director Roger Jeffs report in this Form 4?

Roger Jeffs reported selling 572 Axsome Therapeutics shares in two open-market transactions. The sales occurred at prices between $246.18 and $249.12 per share and were linked to tax obligations from previously granted RSUs under a pre-approved Rule 10b5-1 plan.

How many Axsome Therapeutics (AXSM) shares did Roger Jeffs sell and at what prices?

He sold 572 shares in total, split into two 286-share transactions. The reported sales prices were $246.18 per share on one day and $249.12 per share on the next, reflecting routine open-market sale activity disclosed in the filing.

Why were Roger Jeffs’ Axsome Therapeutics (AXSM) shares sold according to the Form 4?

The filing states the shares were sold to cover taxes associated with the settlement of RSUs. It also notes that the transactions were executed under a pre-approved Rule 10b5-1 trading plan, indicating a pre-planned, structured approach rather than discretionary timing.

How many Axsome Therapeutics (AXSM) shares does Roger Jeffs hold after these transactions?

Following the reported sales, Roger Jeffs directly holds 58,367 Axsome Therapeutics common shares. This post-transaction balance shows his remaining equity stake after disposing of 572 shares in the disclosed open-market transactions linked to RSU-related tax obligations.

What is a Rule 10b5-1 plan as referenced in the Axsome (AXSM) Form 4?

A Rule 10b5-1 plan is a pre-arranged trading plan that allows insiders to sell shares on a set schedule. The filing notes Jeffs’ sales were under such a pre-approved plan, which has now been completed, helping separate these trades from discretionary timing decisions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 06/11/2026 - 08:34 PM EDT

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^*

JEFFS ROGER

(Last)

(First)

(Middle)

C/O AXSOME THERAPEUTICS, INC.

ONE WORLD TRADE CENTER, 29TH FLOOR

(Street)

NEW YORK

10007

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Axsome Therapeutics, Inc. [ AXSM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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	06/10/2026		S⁽¹⁾		286⁽²⁾	D	$246.18	58,653	D
Common Stock	06/11/2026		S⁽¹⁾		286⁽²⁾	D	$249.12	58,367	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)

Explanation of Responses:

1. Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed.

2. These shares were sold to cover taxes associated with the settlement of RSUs that were initially granted to the Reporting Person on June 6, 2025.

	/s/ Nick Pizzie, Attorney-in-Fact	06/11/2026
	** 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