SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Mahony Susan (Last) (First) (Middle) C/O AXSOME THERAPEUTICS, INC. ONE WORLD TRADE CENTER, 22ND FLOOR (Street) NEW YORK NY 10007 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/10/2023	3. Issuer Name and Ticker or Trading Symbol Axsome Therapeutics, Inc. [ AXSM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

Exhibit List Exhibit 24 - Power of Attorney

No securities are beneficially owned.

	/s/ Nick Pizzie, Attorney-in-Fact	10/12/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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                                                                      Exhibit 24


                                  Power of Attorney

       KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes
and appoints Herriot Tabuteau, M.D. and Nick Pizzie of Axsome Therapeutics, Inc.
(the "Company"), or either one of them, her true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, for her and in her
name, place and stead, in any and all capacities, to:

     (1)     execute for and on behalf of the undersigned, an officer, director
             or holder of 10% of more of a registered class of securities of the
             Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the
             Securities Exchange Act of 1934, as amended (the "Exchange Act")
             and the rules thereunder;

     (2)     do and perform any and all acts for and on behalf of the
             undersigned that may be necessary or desirable to complete and
             execute such Form 3, 4 or 5, complete and execute any amendment or
             amendments thereto, and timely file such forms or amendments with
             the United States Securities and Exchange Commission and any stock
             exchange or similar authority; and

     (3)     take any other action of any nature whatsoever in connection with
             the foregoing which, in the opinion of such attorney-in-fact, may
             be of benefit, in the best interest of, or legally required by, the
             undersigned, it being understood that the documents executed by
             such attorney-in-fact on behalf of the undersigned pursuant to this
             Power of Attorney shall be in such form and shall contain such
             terms and conditions as such attorney-in-fact may approve in such
             attorney-in-fact's discretion.

       The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that each of the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest
to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5
with respect to the undersigned's holdings of and transactions in securities
issued by the Company, (b) revocation by the undersigned in a signed writing
delivered to the foregoing attorney-in-fact or (c) until such attorney-in-fact
shall no longer be employed by the Company

       IN WITNESS WHEREOF, I have hereunto set my hand and seal this 8th day of
October, 2023.


/s/ Susan Mahony, Ph.D.

Name: Susan Mahony, Ph.D.