[SCHEDULE 13G/A] Ovid Therapeutics Inc. SEC Filing

Rhea-AI Filing Summary

Rubric Capital Management LP, an investment adviser headquartered in New York, and its managing member David Rosen jointly filed Amendment No. 2 to Schedule 13G on 07 July 2025 regarding their holdings in Ovid Therapeutics Inc. (OVID).

• Beneficial ownership: 478,533 common shares.
• Ownership percentage: 0.67 % of the 71,109,514 shares outstanding as of 19 May 2025 (per the issuer’s latest proxy).
• Voting & disposition rights: 0 shares sole voting/dispositive power; 478,533 shares shared voting and shared dispositive power.
• Reporting persons: Rubric Capital (investment adviser) and David Rosen (individual, control person).
• Filing trigger date: 30 June 2025; the position is now below the 5 % threshold, leading to a “Ownership of 5 percent or Less” disclosure.
• Certification: Securities held in the ordinary course and not for the purpose of influencing control.

The filing is informational, confirming a modest (<1 %) stake by Rubric Capital without indicating any intent to alter the company’s control or strategy.

Insights

Financial Analyst

TL;DR – Rubric discloses a 0.67 % passive stake; immaterial for OVID valuation.

This Schedule 13G/A signals that Rubric Capital and David Rosen collectively own fewer than 1 % of Ovid Therapeutics’ outstanding shares. The filing classifies the position as passive under Rule 13d-1 and includes the standard certification that the shares are not held to influence control. Because the stake is well below the 5 % threshold, it implies limited ability to affect governance or trading dynamics. No purchase or sale prices, cost basis, or prior ownership figures are provided, so transaction directionality cannot be assessed. Overall, the disclosure is neutral for investors: it neither strengthens institutional sponsorship meaningfully nor raises governance concerns.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Ovid Therapeutics Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

690469101

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 690469101

1

Names of Reporting Persons

Rubric Capital Management LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 478,533.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 478,533.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

478,533.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.67 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 690469101

1

Names of Reporting Persons

David Rosen

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 478,533.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 478,533.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

478,533.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.67 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Ovid Therapeutics Inc.
(b)	Address of issuer's principal executive offices: 441 Ninth Avenue, 14th Floor New York, NY, 10001
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Rubric Capital Management LP ("Rubric Capital"), the investment adviser to certain investment funds and/or accounts (collectively, the "Rubric Funds") that hold the shares of common stock, par value $0.001 (the "Common Stock") of Ovid Therapeutics Inc., a Delaware corporation (the "Issuer") reported herein; and (ii) David Rosen ("Mr. Rosen"), Managing Member of Rubric Capital Management GP LLC, the general partner of Rubric Capital. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the forgoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the Shares reported herein.
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of the Reporting Persons is 155 East 44th St, Suite 1630, New York, NY 10017.
(c)	Citizenship: Rubric Capital is a Delaware limited partnership. Mr. Rosen is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock, par value $0.001 per share
(e)	CUSIP No.: 690469101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentage set forth in Row (11) of the cover page for each of the Reporting Persons and in Item 4(b) is based on the 71,109,514 shares of Common Stock outstanding as of May 19, 2025, as reported in the Issuer's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on May 22, 2025.
(b)	Percent of class: 0.67 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2(a).
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Rubric Capital Management LP

Signature:	/s/ Michael Nachmani
Name/Title:	Michael Nachmani / Chief Operating Officer
Date:	07/08/2025

David Rosen

Signature:	/s/ David Rosen
Name/Title:	David Rosen / Individually
Date:	07/08/2025

FAQ

How many OVID shares does Rubric Capital currently own?

Rubric Capital and David Rosen report 478,533 Ovid Therapeutics common shares.

What percentage of OVID’s outstanding stock does this represent?

The holding equals 0.67 % of the 71,109,514 shares outstanding as of 19 May 2025.

Is Rubric Capital’s stake considered passive or active?

The Schedule 13G/A is filed under the passive ownership provisions; the filer certifies no intent to influence control.

Did Rubric Capital report any sole voting or dispositive power?

No. Sole voting and dispositive power are both 0; all 478,533 shares are held with shared power.

Why was this amendment filed on 07 July 2025?

The amendment reflects a reportable event dated 30 June 2025, likely the point when ownership details required an update.