Axsome CEO awarded 24,081 performance stock units

TABUTEAU HERRIOT reported acquisition or exercise transactions in this Form 4 filing.

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Form Type

Rhea-AI Filing Summary

TABUTEAU HERRIOT reported acquisition or exercise transactions in this Form 4 filing.

Axsome Therapeutics, Inc. disclosed that Chief Executive Officer Herriot Tabuteau received a grant of 24,081 Performance Stock Units (PSUs) tied to the company’s common stock. Each PSU represents a contingent right to receive one share of common stock if specific sales and commercial launch milestones are achieved.

The PSUs will vest only upon meeting these milestones and require the CEO’s continued service on each vesting date. Following this grant, the reported holding for this PSU award is 24,081 units, reflecting a compensation-related equity incentive rather than an open-market share purchase or sale.

Insider Trade Summary

Grant/Award: 24,081 shares

Grant/Award 1 txn

Insider TABUTEAU HERRIOT

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Units	24,081	$0.00	$0.00

Holdings After Transaction: Performance Stock Units — 24,081 contracts (Direct)

Footnotes (2)

F1. Each performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
F2. Each PSU will vest upon achievement of certain sales and commercial launch milestones, subject to the reporting person's continued service as of each vesting date.

Key Figures

Performance Stock Units granted: 24,081 units Exercise/Conversion price: $0.00 per unit Underlying common shares: 24,081 shares +1 more

4 metrics

Performance Stock Units granted 24,081 units Grant to CEO Herriot Tabuteau on 2026-04-21

Exercise/Conversion price $0.00 per unit PSU grant, compensation award

Underlying common shares 24,081 shares Each PSU represents one share of common stock

Holdings after transaction (PSUs) 24,081 units Total PSUs from this award following grant

Key Terms

Performance Stock Units, contingent right, vesting, commercial launch milestones

4 terms

Performance Stock Units financial

"security_title: "Performance Stock Units""

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

contingent right financial

"represents a contingent right to receive one share"

vesting financial

"Each PSU will vest upon achievement of certain sales"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

commercial launch milestones financial

"achievement of certain sales and commercial launch milestones"

FAQ

What insider transaction did Axsome Therapeutics (AXSM) report on this Form 4?

Axsome Therapeutics reported that its CEO, Herriot Tabuteau, received a grant of 24,081 Performance Stock Units. These units are a stock-based compensation award, not an open-market share purchase or sale, and are linked to future company performance conditions.

How many Performance Stock Units did the AXSM CEO receive in this grant?

The CEO received 24,081 Performance Stock Units. Each unit represents a potential share of Axsome Therapeutics common stock, subject to vesting based on specified sales and commercial launch milestones and the executive’s continued service with the company.

What does each Axsome Therapeutics Performance Stock Unit represent?

Each Performance Stock Unit represents a contingent right to receive one share of Axsome Therapeutics common stock. The right only converts into stock if defined performance goals are met and the CEO remains in service on the applicable vesting dates.

What conditions must be met for the AXSM PSUs to vest?

The PSUs will vest upon achievement of certain sales and commercial launch milestones. Vesting also requires the CEO’s continued service with Axsome Therapeutics as of each vesting date, combining performance targets with a service-based requirement.

Did the Axsome Therapeutics CEO buy or sell AXSM shares in the market?

No market purchase or sale occurred in this filing. The CEO received 24,081 Performance Stock Units as a grant of equity-based compensation, which may convert into common shares later if the specified performance and service conditions are satisfied.

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

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Accepted by SEC EDGAR 04/23/2026 - 09:02 PM

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^*

TABUTEAU HERRIOT

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/21/2026

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)

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)
Performance Stock Units	⁽¹⁾	04/21/2026		A		24,081		⁽²⁾	⁽²⁾	Common Stock	24,081	$0	24,081	D

Explanation of Responses:

1. Each performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock.

2. Each PSU will vest upon achievement of certain sales and commercial launch milestones, subject to the reporting person's continued service as of each vesting date.

	/s/ Herriot Tabuteau, M.D.	04/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

Axsome CEO awarded 24,081 performance stock units

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