Ari Maizel - Oct 14, 2024 Form 3 Insider Report for Axsome Therapeutics, Inc. (AXSM)

Signature
/s/ Nick Pizzie, Attorney-in-Fact
Stock symbol
AXSM
Transactions as of
Oct 14, 2024
Transactions value $
$0
Form type
3
Date filed
10/24/2024, 06:23 PM

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding AXSM Stock Option (Right to Buy) Oct 14, 2024 Common Stock 38.7K $70.73 Direct F1
holding AXSM Stock Option (Right to Buy) Oct 14, 2024 Common Stock 23.6K $84.00 Direct F2
holding AXSM Restricted Stock Units Oct 14, 2024 Common Stock 16.3K Direct F3, F4
holding AXSM Restricted Stock Units Oct 14, 2024 Common Stock 13K Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The option was granted on September 25, 2023. 25% of the option vests on the one (1) year anniversary of the date of grant, with the remaining 75% to vest in equal increments on a quarterly basis over a four (4) year period, until fully vested.
F2 The option was granted on February 27, 2024 and vests in equal increments on a quarterly basis over a four (4) year period, until fully vested.
F3 The restricted stock units ("RSU") was granted on September 25, 2023. 25% of the RSUs will vest on the one (1) year anniversary of the date of grant. The remaining RSUs will vest in three substantially equal annual installments, such that the RSUs will be fully vested on September 25, 2027. Vested shares will be delivered to the reporting person upon the earlier of (i) the closing of a Change in Control (as defined in the Issuer's Amended and Restated 2015 Omnibus Incentive Compensation Plan (the "Plan")), (ii) the reporting person's separation of service from the Issuer (including termination with or without Cause (as defined in the Plan), or termination due to death or disability) of the reporting person, or (iii) seven (7) years from the date of grant.
F4 Each RSU represents a contingent right to receive one share of the Issuer's common stock.
F5 The RSUs were granted on February 27, 2024. 25% of the RSUs will vest on the one (1) year anniversary of the date of grant. The remaining RSUs will vest in three substantially equal annual installments, such that the RSUs will be fully vested on February 27, 2028. Vested shares will be delivered to the reporting person upon the earlier of (i) the closing of a Change in Control (as defined in the Plan), (ii) the reporting person's separation of service from the Issuer (including termination with or without Cause (as defined in the Plan), or termination due to death or disability) of the reporting person, or (iii) seven (7) years from the date of grant.

Remarks:

1) Exhibit List Exhibit 24 - Power of Attorney; 2) Ari Maizel was promoted to Chief Commercial Officer from his previous position as Executive Vice President, Head of Commercial. Mr. Maizel joined Axsome Therapeutics, Inc. (the "Issuer") in September 2023.