TAKEDA PHARMACEUTICAL CO LTD - 08 Dec 2025 Form 4 Insider Report for Ovid Therapeutics Inc. (OVID)

Role
10%+ Owner
Signature
/s/ Max Heuer, Authorized Signatory, Takeda Pharmaceutical Company Limited
Issuer symbol
OVID
Transactions as of
08 Dec 2025
Net transactions value
$0
Form type
4
Filing time
09 Dec 2025, 21:19:26 UTC
Previous filing
19 Sep 2025
SEC
View on sec.gov

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
TAKEDA PHARMACEUTICAL CO LTD 10%+ Owner 1-1, NIHONBASHI-HONCHO 2-CHOME, CHUO-KU, TOKYO, JAPAN /s/ Max Heuer, Authorized Signatory, Takeda Pharmaceutical Company Limited 09 Dec 2025 0001395064
Takeda Pharmaceuticals U.S.A., Inc. 10%+ Owner 95 HAYDEN AVENUE, LEXINGTON /s/ Paul Sundberg, Assistant Secretary of Takeda Pharmaceuticals U.S.A., Inc. 09 Dec 2025 0001716229

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OVID Common Stock Conversion of derivative security $0 +1,250,000 +22% $0.000000 7,000,000 08 Dec 2025 See Explanation of Responses F1, F2
holding OVID Common Stock 1,781,996 08 Dec 2025 Direct

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
transaction OVID Series A Convertible Preferred Stock Conversion of derivative security $0 -1,250 -100% $0.000000 0 08 Dec 2025 Common Stock 1,250 $0.000000 See Explanation of Responses F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A convertible preferred stock (the "Preferred Stock") of Ovid Therapeutics Inc. ("Ovid") was convertible into 1,000 shares of Ovid's common stock at any time at the election of TPUSA. On December 8, 2025, TPUSA elected to convert all 1,250 shares of Preferred Stock held by TPUSA.
F2 The reportable securities are directly held by Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"). TPUSA is a direct subsidiary of Takeda Pharmaceuticals International AG. Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda Pharmaceutical Company Limited. As such, Takeda may be deemed to have indirect beneficial ownership of the securities held by TPUSA.
F3 The Preferred Stock had no expiration date.