Were Susan Mahony’s Axsome Therapeutics (AXSM) share sales pre-planned?

Yes. Footnotes state the transactions occurred under a pre-approved Rule 10b5-1 trading plan. Such plans schedule trades in advance, making the timing more routine and less reflective of day-to-day views on Axsome Therapeutics’ stock price.

Axsome (NASDAQ: AXSM) director sells 600 shares after RSU vesting

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Axsome Therapeutics director Susan Mahony reported RSU vesting and related share sales. On June 8, 2026, 1,429 restricted stock units converted into 1,429 shares of common stock, reflecting a compensation-related equity award granted on June 6, 2025 that fully vested after one year.

Subsequently, she sold 300 shares on June 9, 2026 at $237.21 per share and 300 shares on June 10, 2026 at $246.18 per share. Footnotes state these transactions were executed under a pre-approved Rule 10b5-1 trading plan and were made to cover taxes associated with the RSU settlement. Following the transactions, she directly holds 829 shares of Axsome Therapeutics common stock.

Insider Trade Summary 10b5-1

Net Seller: 600 shares ($145,017)

Net Sell 4 txns

Insider Mahony Susan

Role null

Sold 600 shs ($145K)

Type	Security	Shares	Price	Value
Sale	Common Stock	300	$246.18	$74K
Sale	Common Stock	300	$237.21	$71K
Exercise	Restricted Stock Units	1,429	$0.00	--
Exercise	Common Stock	1,429	$0.00	--

Holdings After Transaction: Common Stock — 829 shares (Direct, null); Restricted Stock Units — 0 shares (Direct, null)

Footnotes (1)

Restricted stock units ("RSUs") convert into common stock on a one-for-one basis. On June 6, 2025, the Reporting Person was granted 1,429 RSUs, all of which vested upon the one-year anniversary of the date of grant. Such transaction was pursuant to a pre-approved 10b5-1 plan, which has now been completed. 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

RSUs converted: 1,429 shares Shares sold June 9, 2026: 300 shares at $237.21 Shares sold June 10, 2026: 300 shares at $246.18 +2 more

5 metrics

RSUs converted 1,429 shares Restricted stock units converting to common stock on June 8, 2026

Shares sold June 9, 2026 300 shares at $237.21 Open-market sale to cover RSU-related taxes

Shares sold June 10, 2026 300 shares at $246.18 Open-market sale to cover RSU-related taxes

Net shares sold 600 shares Total common shares disposed in June 2026 transactions

Shares held after transactions 829 shares Direct ownership following June 2026 Form 4 transactions

Key Terms

Restricted stock units, RSUs, Rule 10b5-1 plan, open-market sale, +1 more

5 terms

Restricted stock units financial

"Restricted stock units ("RSUs") convert into common stock on a one-for-one basis."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

RSUs financial

"On June 6, 2025, the Reporting Person was granted 1,429 RSUs, all of which vested upon the one-year anniversary"

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.

Rule 10b5-1 plan financial

"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.

open-market sale financial

"transaction_action": "open-market sale""

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.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

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Form 4 Insider Transactions: What Each Field Means →

06/10/2026 - 09:49 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^*

Mahony Susan

(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)
06/08/2026

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	06/08/2026		M		1,429⁽²⁾	A	⁽¹⁾	1,429	D
Common Stock	06/09/2026		S⁽³⁾		300⁽⁴⁾	D	$237.21	1,129	D
Common Stock	06/10/2026		S⁽³⁾		300⁽⁴⁾	D	$246.18	829	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)
Restricted Stock Units	⁽¹⁾	06/08/2026		M			1,429	⁽¹⁾	⁽¹⁾	Common Stock	1,429	$0	0	D

Explanation of Responses:

1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.

2. On June 6, 2025, the Reporting Person was granted 1,429 RSUs, all of which vested upon the one-year anniversary of the date of grant.

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

4. 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	06/10/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Axsome Therapeutics (AXSM) director Susan Mahony report?

Susan Mahony reported RSU vesting and related share sales. 1,429 restricted stock units converted into common shares, followed by two sales of 300 shares each in June 2026 to cover tax obligations from the RSU settlement.

How many Axsome Therapeutics (AXSM) shares did Susan Mahony sell and at what prices?

She sold a total of 600 common shares. The transactions were 300 shares at approximately $237.21 per share on June 9, 2026, and 300 shares at approximately $246.18 per share on June 10, 2026, according to the Form 4 disclosure.

Why did Axsome Therapeutics (AXSM) director Susan Mahony sell shares after RSU vesting?

Footnotes explain the shares were sold to cover taxes from settling previously granted RSUs. This means the sales functioned as tax-related disposals tied to equity compensation, rather than discretionary open-market selling for portfolio rebalancing or other purposes.

How many Axsome Therapeutics (AXSM) shares does Susan Mahony hold after these transactions?

After exercising 1,429 restricted stock units and selling 600 shares, Susan Mahony directly holds 829 shares of Axsome Therapeutics common stock. This figure reflects her position immediately following the reported June 2026 transactions on the Form 4.

What were the key details of Susan Mahony’s RSU grant at Axsome Therapeutics (AXSM)?

Footnotes state she was granted 1,429 restricted stock units on June 6, 2025. All units vested on the one-year anniversary of the grant date and converted into an equal number of Axsome Therapeutics common shares on June 8, 2026, before subsequent tax-related sales.