Axsome Therapeutics (AXSM) COO exercises options, then sells 35,378 shares

Rhea-AI Filing Summary

Axsome Therapeutics, Inc. Chief Operating Officer Mark L. Jacobson reported option-related transactions in company stock. On February 26, 2026, he exercised stock options for 35,378 shares of common stock at an exercise price of $2.85 per share that were approaching their 10-year expiration.

He then sold the resulting 35,378 common shares in open-market transactions at a weighted average price of $161.88 per share, with individual sale prices ranging from $160.10 to $163.42. The filing states the sale was made under a pre-approved Rule 10b5-1 trading plan.

Insider Trade Summary

Net Seller: 35,378 shares ($5,726,991)

Net Sell 3 txns

Insider Jacobson Mark L.

Role Chief Operating Officer

Sold 35,378 shs ($5.73M)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	35,378	$0.00	--
Exercise	Common Stock	35,378	$2.85	$101K
Sale	Common Stock	35,378	$161.88	$5.73M

Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 35,378 shares (Direct)

Footnotes (1)

1. Necessary exercise of stock options set to expire due to attainment of the 10-year expiration date of such options. Such transaction was pursuant to a pre-approved 10b5-1 plan. Represents the subsequent sale of the underlying shares of the aforementioned exercise of stock options. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $160.10 and $163.42.

Form 4 Insider Transactions: What Each Field Means →

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).

X

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^*

Jacobson Mark L.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		M(1)(2)		35,378	A	$2.85	35,378	D
Common Stock	02/26/2026		S(2)(3)		35,378	D	$161.88(4)	0	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$2.85	02/26/2026		M(1)(2)			35,378	03/12/2019	03/12/2028	Common Stock	35,378	$0.00	0	D

Explanation of Responses:

1. Necessary exercise of stock options set to expire due to attainment of the 10-year expiration date of such options.

2. Such transaction was pursuant to a pre-approved 10b5-1 plan.

3. Represents the subsequent sale of the underlying shares of the aforementioned exercise of stock options.

4. Represents the weighted average sale price of a series of open market transactions with sale prices ranging between $160.10 and $163.42.

	/s/ Mark Jacobson	02/27/2026
	** 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 insider transactions did Axsome Therapeutics (AXSM) report for Mark L. Jacobson?

Axsome Therapeutics reported that COO Mark L. Jacobson exercised stock options for 35,378 shares at $2.85 and then sold 35,378 common shares in open-market transactions. Both actions occurred on February 26, 2026, as part of option expiration management and a pre-approved 10b5-1 plan.

How many Axsome Therapeutics (AXSM) shares did the COO sell and at what price?

The COO sold 35,378 Axsome Therapeutics common shares at a weighted average price of $161.88 per share. The filing notes these open-market sales occurred within a price range between $160.10 and $163.42 on February 26, 2026, following an option exercise.

Were the Axsome Therapeutics (AXSM) insider sales under a 10b5-1 plan?

Yes. The filing states that the Axsome Therapeutics COO’s stock sale was executed pursuant to a pre-approved Rule 10b5-1 trading plan. Such plans allow insiders to schedule trades in advance, helping separate routine liquidity transactions from discretionary timing decisions based on later information.

Why did the Axsome Therapeutics (AXSM) COO exercise stock options on February 26, 2026?

The COO exercised Axsome Therapeutics stock options because they were nearing their 10-year expiration date. The filing explains the exercise was necessary due to the impending option expiration, converting the options into 35,378 common shares before they would have lapsed worthless.

What type of securities were involved in the Axsome Therapeutics (AXSM) insider Form 4?

The Form 4 shows a derivative security, a stock option granting the right to buy Axsome Therapeutics shares, and the underlying common stock. The COO exercised 35,378 options at $2.85, then sold the same number of common shares in subsequent open-market transactions on the same date.