Axsome (AXSM) director boosts stake by exercising 12,485 options

Rhea-AI Filing Summary

Axsome Therapeutics director Mark Coleman exercised stock options and increased his share exposure to the company. On February 20, 2026, he exercised 12,485 stock options at an exercise price of $4.95 per share for cash, receiving the same number of Axsome common shares, which he held rather than selling.

After the transactions, Coleman holds 65,890 shares of common stock directly and 13,971 stock options directly. He is also reported as the indirect beneficial owner of 403,856 common shares held by an entity over which he has voting and dispositive power.

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)
02/20/2026

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	02/20/2026		M(1)		12,485	A	$4.95	65,890	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)	$4.95	02/20/2026		M(1)			12,485	03/15/2018	03/15/2027	Common Stock	12,485	$0	13,971	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	02/23/2026
	** 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 Axsome (AXSM) director Mark Coleman report in this Form 4?

Mark Coleman reported exercising stock options and holding the resulting Axsome Therapeutics shares. He converted 12,485 options into common stock and retained the shares, reflecting an increase in his direct equity stake rather than a sale into the market.

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

Mark Coleman exercised 12,485 Axsome Therapeutics stock options. These options were exercised for cash before their 10-year expiration, and he held the 12,485 underlying common shares received, instead of immediately selling them following the exercise transaction.

What was the exercise price of Mark Coleman’s Axsome (AXSM) stock options?

The stock options exercised by Mark Coleman had an exercise price of $4.95 per Axsome Therapeutics share. He paid cash to exercise these options and chose to hold the underlying common shares obtained through this derivative exercise transaction.

How many Axsome (AXSM) shares does Mark Coleman own directly after this filing?

Following the reported transactions, Mark Coleman directly owns 65,890 shares of Axsome Therapeutics common stock. He also directly holds 13,971 stock options, reflecting his continuing equity-based exposure to the company through both shares and remaining option awards.

What indirect Axsome Therapeutics (AXSM) holdings are attributed to Mark Coleman?

The filing shows 403,856 Axsome Therapeutics common shares held indirectly through an entity. Mark Coleman has voting and dispositive power over that entity’s shares, so he is deemed the indirect beneficial owner of those holdings under applicable reporting rules.

Did Mark Coleman sell any Axsome (AXSM) shares in this Form 4?

The Form 4 indicates no sale of Axsome shares by Mark Coleman. Instead, it reports a cash exercise of stock options and a hold of the underlying common shares received, with no disposition transactions listed in the reported activity.