Welcome to our dedicated page for Sage Therapeutic SEC filings (Ticker: SAGE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Parsing the clinical trial nuances buried in Sage Therapeutics’ SEC disclosures can feel like decoding neuroscience itself. Cash-burn details, FDA feedback, and insider moves often span hundreds of pages, leaving investors hunting for the data that moves SAGE’s share price.
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Supernus has completed its cash/CVR acquisition of Sage Therapeutics (SAGE). The tender offer, priced at $8.50 per share in cash plus one contingent value right (CVR) worth up to an additional $3.50, expired at one minute past 11:59 p.m. ET on 30 Jul 2025 and was not extended. Equiniti Trust Company, acting as depositary, reported that 36,313,509 shares—approximately 58 % of Sage’s outstanding common stock—were validly tendered and not withdrawn, satisfying the offer’s minimum condition. All tendered shares were irrevocably accepted for payment and will be settled promptly in accordance with the Merger Agreement.
On 31 Jul 2025, immediately after the offer closing, Purchaser was merged into Sage under DGCL §251(h), making Sage a wholly owned subsidiary of Supernus. As a consequence, Sage’s common stock will be delisted from the Nasdaq Global Market and deregistered under the Exchange Act.
- Tender consideration: $8.50 cash + CVR (up to $3.50).
- Shares tendered: 36.3 M (≈58 % of total outstanding).
- Offer expiration: 30 Jul 2025; merger completion: 31 Jul 2025.
All other disclosures in the original Schedule 14D-9 remain unchanged.
On 31 July 2025, a Form 144 filing for Argan, Inc. (AGX) indicates the proposed sale of 1,604 common shares through broker Raymond James. The shares, valued at an aggregate $384,960, were obtained on 30 July 2025 via an equity-grant/option exercise. With 13.64 million shares outstanding, the planned sale equals roughly 0.012 % of the float, implying a modest personal liquidation rather than a sizable insider exit. The filing also shows that Richard Deily—named in the past-sales section—sold 1,565 shares for $238,381 on 30 Apr 2025. No earnings data or corporate updates accompany the notice, and the signer affirms no undisclosed adverse information. Given the limited volume and routine nature of Rule 144 transactions, the event appears largely immaterial to AGX’s fundamentals or near-term valuation.
Biogen Inc. and subsidiary Biogen MA Inc. have fully divested their stake in Sage Therapeutics (SAGE). Amendment No. 2 to their Schedule 13D reports that the companies owned 6,241,473 common shares—9.941 % of Sage’s 62,784,397 outstanding shares—on 28 Jul 2025. On 29 Jul 2025 they sold every share in a single block trade at $8.53 per share, reducing ownership to 0 %. Because of this sale, the filers now hold no voting or dispositive power over Sage stock and formally ceased to be beneficial owners of more than 5 % on 29 Jul 2025. The amendment updates prior Schedule 13D filings dated 10 Jan 2024 and 21 Jul 2025 and contains no additional transactions, legal proceedings or contingent arrangements.
Resideo Technologies (REZI) has filed a Form 144 notifying the SEC of an intended sale of 47,000 common shares, valued at approximately $1.15 million. The shares are to be sold through Morgan Stanley Smith Barney on or about 30 Jul 2025 immediately after the exercise of stock options. No other sales by the filer were reported in the prior three-month period.
The proposed transaction represents roughly 0.03 % of REZI’s 148.5 million shares outstanding, making it immaterial to the company’s capital structure. The filer affirms awareness of no undisclosed adverse information, and no Rule 10b5-1 plan details are provided. Overall, the notice is procedural and does not affect Resideo’s fundamentals; it simply discloses an insider’s intent to convert options and divest a small stake under Rule 144.
Orrstown Financial Services (ORRF) President & CEO Thomas R. Quinn Jr. has filed a Form 4 for a 28 Jul 2025 transaction. A Code F line shows 6,598 restricted shares disposed at $34.55 (≈ $228 k) to cover withholding taxes triggered by vesting; this is not an open-market sale.
Post-transaction, Quinn still holds 8,918 time-vested restricted shares, 30,116 performance-based RSUs, and 86,453 common shares (62,621 jointly with his spouse)—roughly 125 k shares in total. No derivative securities were traded or granted. The event is routine and does not materially alter insider alignment with shareholders.
The Vanguard Group has filed a Schedule 13G disclosing beneficial ownership of Spok Holdings, Inc. (SPOK) common stock as of 30 June 2025. The filing shows Vanguard beneficially owns 1,148,536 shares, representing 5.58 % of SPOK’s outstanding common shares, crossing the 5 % reporting threshold.
Voting rights are minimal: 0 shares sole vote and 8,505 shares shared vote. However, Vanguard retains substantial dispositive authority, with 1,131,044 shares sole dispositive power and 17,492 shares shared dispositive power. The firm is classified as an investment adviser (IA) under Rule 13d-1(b).
The certification states that the shares were acquired in the ordinary course of business and not for the purpose of influencing control. The filing is signed by Ashley Grim, Head of Global Fund Administration, on 29 July 2025.
Sage Therapeutics (NASDAQ: SAGE) filed Amendment No. 2 to its Schedule 14D-9 regarding the pending acquisition by Supernus Pharmaceuticals. The tender offer remains unchanged at $8.50 in cash per share plus one contingent value right (CVR) worth up to an additional $3.50 if specified milestones are achieved.
The filing discloses that the Hart-Scott-Rodino (HSR) antitrust waiting period expired at 11:59 p.m. ET on 25 Jul 2025. Consequently, the antitrust condition to Supernus’ obligation to accept and pay for tendered shares has been satisfied, materially reducing regulatory risk. All other conditions under the merger agreement, including the minimum tender requirement, remain in effect.
The amendment also adds Exhibit (a)(5)(H), incorporating a 28 Jul 2025 Supernus press release announcing the HSR clearance. No additional changes were made to the terms or timing of the offer.
Biogen Inc. and subsidiary Biogen MA Inc. filed Amendment No. 1 to Schedule 13D on Sage Therapeutics (SAGE). The companies jointly report beneficial ownership of 6,241,473 SAGE common shares, representing 10 % of the outstanding stock (based on the issuer’s 22 Apr 2025 share count). All shares are held with shared voting and dispositive power; neither entity has sole power.
Key update – purpose of transaction: From Mar–May 2025 Biogen explored acquiring Sage and on 5 May submitted a non-binding offer of $9.00 cash plus a $4.00 two-tier CVR tied to U.S. ZURZUVAE sales milestones. Sage terminated talks on 15 May. On 16 Jun Sage instead agreed to be acquired by Supernus Pharmaceuticals for $8.50 cash plus a CVR of up to $3.50; the tender offer expires 30 Jul 2025. Biogen now states that it intends to tender or otherwise dispose of some or all of its 10 % stake before or at the offer’s expiration and will provide no further updates except as legally required.
The filing signals Biogen has stepped back from a full acquisition and will likely support the lower Supernus bid, removing a potential competing buyer and increasing certainty of deal closure.
Uni-Fuels Holdings Limited filed a Form 6-K dated 21 July 2025.
- The filing furnishes a press release announcing the Company’s first commercial paper issuance on the ADDX digital securities exchange.
- The tranche was oversubscribed, raising USD 3 million.
No information is provided on coupon, tenor, pricing, use-of-proceeds or comparative liquidity metrics, so the overall balance-sheet impact cannot be fully evaluated from this filing alone.
Form 4 filing for WESCO International Inc. (WCC) reports that Executive Vice President of Supply Chain & Operations, Hemant Porwal, acquired 5.8071 shares of common stock on 06/30/2025. The acquisition results from dividend equivalent rights (DERs) accruing on existing restricted stock units (RSUs); no cash was exchanged (price reported as $0). After the transaction, Porwal beneficially owns 20,529.7168 shares, held directly.
The DERs vest on the same schedule as the underlying RSU award and are economically equivalent to common shares. No derivative securities were bought or sold, and there were no dispositions. Given the very small share amount and routine nature of DER accruals, the filing is administrative and unlikely to materially affect WCC’s valuation or trading dynamics.