Steven M. Paul - Nov 28, 2022 Form 4 Insider Report for Sage Therapeutics, Inc. (SAGE)

Role
Director
Signature
/s/ Jennifer Fitzpatrick, as Attorney-in-Fact for Steven M. Paul
Stock symbol
SAGE
Transactions as of
Nov 28, 2022
Transactions value $
$191
Form type
4
Date filed
11/30/2022, 03:15 PM
Previous filing
Jun 17, 2022
Next filing
Jan 5, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SAGE Common Stock Other $191 +5 +0.01% $38.17 78.5K Nov 28, 2022 See footnote F1, F2
holding SAGE Common Stock 0 Nov 28, 2022 See footnote F3
holding SAGE Common Stock 68.8K Nov 28, 2022 See footnote F4
holding SAGE Common Stock 126K Nov 28, 2022 See footnote F5
holding SAGE Common Stock 78.5K Nov 28, 2022 See footnote F6
holding SAGE Common Stock 30.6K Nov 28, 2022 See footnote F7
holding SAGE Common Stock 30.6K Nov 28, 2022 See footnote F8
holding SAGE Common Stock 30.6K Nov 28, 2022 See footnote F9
holding SAGE Common Stock 30.6K Nov 28, 2022 See footnote F10
holding SAGE Common Stock 119K Nov 28, 2022 See footnote F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On November 28, 2022, the Steven Paul Revocable Trust, a family trust of which the reporting person is a trustee (the "Revocable Trust"), withdrew five shares of common stock from the Steven M. Paul GRAT VIII, a grantor retained annuity trust established for the benefit of the reporting person and his adult children (the "GRAT VIII"). In exchange for the five shares, the Revocable Trust contributed to the GRAT VIII $190.84 in cash, at a per share price equal to the average of the high and low prices of one share of the registrant's common stock on November 28, 2022. The reporting person believes that the withdrawal of the shares from the GRAT VIII constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
F10 Shares held directly by the Steven M. Paul Family 2018 Delaware Irrevocable Trust FBO Austin Paul (the "Austin Paul Trust"). The reporting person disclaims Section 16 beneficial ownership of the shares held in the Austin Paul Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F11 Shares held directly by the Steven M. Paul Family 2019 Delaware Irrevocable Trust FBO Jann Paul (the "Irrevocable Family Trust"), for which the reporting person is an investment adviser. Members of the reporting person's immediate family are the beneficiaries of the Irrevocable Family Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in the Irrevocable Family Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F2 Shares held directly by the Revocable Trust. Includes 77,533 shares previously held by the GRAT VIII and 1,000 shares previously held by the Steven M. Paul GRAT VII which were transferred by the reporting person to Revocable Trust on November 28, 2022, in transactions exempt from reporting pursuant to Rule 16a-13 prior to the filing of this Form 4. The reporting person disclaims Section 16 beneficial ownership of the shares held in the Revocable Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F3 Shares held directly by the Revocable Trust. Reflects the transfer by the reporting person of 78,539 shares previously held by the Revocable Trust to the Steven M. Paul GRAT X (the "GRAT X") on November 29, 2022, in transactions exempt from reporting pursuant to Rule 16a-13 prior to the filing of this Form 4.
F4 Shares held directly by the GRAT VIII. Reflects the transfer of 77,533 shares to the Revocable Trust on November 28, 2022, in a transactions exempt from reporting pursuant to Rule 16a-13 prior to the filing of this Form 4 as described above.
F5 Shares held directly by the Steven M. Paul GRAT IX (the "GRAT IX"). Shares held in the GRAT IX were previously held by the Steven M. Paul GRAT VII and were transferred by the reporting person to the GRAT IX in a transaction exempt from reporting pursuant to Rule 16a-13 prior to the filing of this Form 4.
F6 Shares held directly by GRAT X. Reflects the transfer of 78,539 shares from the Revocable Trust on November 29, 2022, in transactions exempt from reporting pursuant to Rule 16a-13 prior to the filing of this Form 4 as described above.
F7 Shares held directly by the Steven M. Paul Family 2018 Delaware Irrevocable Trust FBO Morgan McGill (the "McGill Trust"). The reporting person disclaims Section 16 beneficial ownership of the shares held in the McGill Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F8 Shares held directly by the Steven M. Paul Family 2018 Delaware Irrevocable Trust FBO Jordan Fisch (the "Jordan Fisch Trust"). The reporting person disclaims Section 16 beneficial ownership of the shares held in the Jordan Fisch Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F9 Shares held directly by the Steven M. Paul Family 2018 Delaware Irrevocable Trust FBO Aaron Paul (the "Aaron Paul Trust"). The reporting person disclaims Section 16 beneficial ownership of the shares held in the Aaron Paul Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.