[Form 4] Ovid Therapeutics Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 overview: Director Kevin J. Fitzgerald of Ovid Therapeutics Inc. (NASDAQ: OVID) reported the grant of a stock option for 45,000 shares on 02/20/2025 at an exercise price of $0.57 per share.

The option is classified as an acquisition (Code “A”) of derivative securities. It will vest 100 % on 02/20/2026, provided the director remains in continuous service, and will expire on 02/19/2035. Following the transaction, Fitzgerald beneficially owns 45,000 derivative securities, all held directly.

No common-stock transactions, sales, or additional derivative dispositions were reported. Because this filing reflects a routine director equity grant rather than an open-market purchase or sale, it typically has limited immediate trading impact but does strengthen long-term alignment between the director and shareholders.

Positive

• Equity incentive alignment: Grant of 45,000 options ties director compensation to future share price appreciation.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director option grant; neutral near-term market impact.

The filing records a standard annual equity award to director Kevin Fitzgerald—45,000 options at $0.57 strike, vesting after one year and expiring in 2035. The grant represents incentive alignment rather than a valuation signal because no cash changed hands and the strike price merely locks in future purchase rights. There is no indication of insider bullishness or bearishness such as an open-market buy or sale. Share count and dilution effect are immaterial relative to Ovid’s outstanding shares. Consequently, I classify this event as neutral for stock valuation and liquidity, with minimal effect on investors’ near-term outlook.

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
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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^*

Fitzgerald Kevin Joseph

(Last) (First) (Middle)

C/O OVID THERAPEUTICS INC.

441 NINTH AVENUE

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ovid Therapeutics Inc. [ OVID ]

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)
02/20/2025

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

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)	$0.57	02/20/2025		A		45,000		(1)	02/19/2035	Common Stock	45,000	$0	45,000	D

Explanation of Responses:

1. The option will vest in full on February 20, 2026, subject to the Reporting Person's continuous service through such vesting date.

	/s/ Jason Minio, Attorney-in-Fact	06/18/2025
	** 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 OVID director Kevin J. Fitzgerald report in the latest Form 4?

He received 45,000 stock options at a $0.57 exercise price on 02/20/2025.

When do the newly granted OVID options vest and expire?

They vest fully on 02/20/2026 and expire on 02/19/2035.

Did the filing include any purchase or sale of OVID common shares?

No. The Form 4 only discloses an option grant; no common-stock transactions were reported.

How many derivative securities does the director own after the transaction?

Kevin Fitzgerald now beneficially owns 45,000 stock options, held directly.

Is the Form 4 event likely to affect OVID’s share price?

It is generally viewed as neutral; routine option awards seldom influence near-term trading dynamics.