Axsome Therapeutics (AXSM) director exercises 5,193 stock options and holds shares

Rhea-AI Filing Summary

Axsome Therapeutics director Mark Coleman reported an option exercise and related share holdings. On February 10, 2026, he exercised 5,193 stock options at an exercise price of $8.02 per share and held the underlying common stock rather than selling it. Following this transaction, he directly owned 53,405 shares of common stock. In addition, 403,856 shares of common stock are held indirectly through an entity over which he has voting and dispositive power, so he is deemed the indirect beneficial owner of those shares.

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

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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^*

Coleman Mark

(Last) (First) (Middle)

C/O AXSOME THERAPEUTICS, INC.

ONE WORLD TRADE CENTER, 29TH FLOOR

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/10/2026		M(1)		5,193	A	$8.02	53,405	D
Common Stock								403,856	I	See Footnote(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$8.02	02/10/2026		M(1)			5,193	05/27/2017	05/27/2026	Common Stock	5,193	$0	0	D

Explanation of Responses:

1. Represents the exercise of stock options, prior to the 10-year expiration date, for cash and hold of underlying shares.

2. 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.

	/s/ Nick Pizzie, Attorney-in-Fact	02/10/2026
	** 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.

FAQ

What did AXSM director Mark Coleman report in this Form 4?

Director Mark Coleman reported exercising 5,193 stock options at $8.02 per share and holding the resulting Axsome Therapeutics common shares. After the transaction, he held 53,405 shares directly and 403,856 shares indirectly through an entity he controls voting and dispositive power over.

How many Axsome Therapeutics (AXSM) options did Mark Coleman exercise?

Mark Coleman exercised 5,193 Axsome Therapeutics stock options on February 10, 2026, at an exercise price of $8.02 per share. The filing notes this was an early exercise before the 10-year expiration, for cash, with the underlying shares held rather than sold.

What is Mark Coleman’s direct common stock ownership in AXSM after the transaction?

After the reported option exercise, Mark Coleman directly owned 53,405 shares of Axsome Therapeutics common stock. Those shares result from holding the 5,193 shares acquired upon exercising stock options, combined with his previously held direct position as shown in the filing’s ownership table.

What indirect Axsome Therapeutics share holdings does Mark Coleman report?

The Form 4 shows 403,856 Axsome Therapeutics common shares held indirectly through an entity. Coleman has voting and dispositive power over that entity’s shares, so he is deemed the indirect beneficial owner according to the explanatory footnote included in the filing.

Did Mark Coleman sell any Axsome Therapeutics shares in this Form 4 filing?

The filing describes an option exercise and a hold of the underlying Axsome Therapeutics shares, with no sale transaction listed. The explanatory footnote states the stock options were exercised for cash before expiration, and the resulting common shares were held rather than disposed of.

What does transaction code M mean in Mark Coleman’s AXSM Form 4?

Transaction code “M” in this Form 4 indicates the exercise or conversion of a derivative security, here stock options. Coleman exercised 5,193 options at $8.02 per share, converting them into an equal number of Axsome Therapeutics common shares that he continues to hold directly.