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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2018	Aug. 03, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	Axsome Therapeutics, Inc.
Entity Central Index Key	0001579428
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		26,252,862
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q2

Consolidated Balance Sheets - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Current assets:
Cash	$ 20,351,443	$ 34,021,123
Prepaid and other current assets	1,187,961	1,278,418
Total current assets	21,539,404	35,299,541
Equipment, net	68,635	68,071
Other assets	117,356	187,952
Total assets	21,725,395	35,555,564
Current liabilities:
Accounts payable	3,175,178	3,435,456
Accrued Liabilities, Current	2,953,631	2,679,534
Loan payable, current portion	3,280,175	3,269,346
Warrant liability	117,000	2,791,000
Total current liabilities	9,525,984	12,175,336
Loan payable, long-term	5,190,512	6,663,005
Total liabilities	14,716,496	18,838,341
Stockholders? equity:
Preferred stock, $0.0001 par value per share (10,000,000 shares authorized, none issued and outstanding at March 31, 2018 and December 31, 2017, respectively)
Common stock, $0.0001 par value per share (150,000,000 shares authorized, 26,252,562 and 25,492,992 shares issued and outstanding at June 30, 2018 and December 31, 2017, respectively)	2,625	2,549
Additional paid-in capital	96,677,592	93,299,517
Accumulated deficit	(89,671,318)	(76,584,843)
Total stockholders' equity	7,008,899	16,717,223
Total liabilities and stockholders' equity	$ 21,725,395	$ 35,555,564

Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
Consolidated Statements of Operations - USD ($)	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Operating expenses:
Research and development	$ 5,550,532	$ 5,007,361	$ 10,303,043	$ 10,992,580
General and administrative	2,439,061	1,743,377	4,849,760	3,430,191
Total operating expenses	7,989,593	6,750,738	15,152,803	14,422,771
Loss from operations	(7,989,593)	(6,750,738)	(15,152,803)	(14,422,771)
Interest and amortization of debt discount/premium (expense) income	(292,323)	(333,578)	(607,672)	(656,584)
Change in fair value of warrant liability	1,000		2,674,000
Net loss	$ (8,280,916)	$ (7,084,316)	$ (13,086,475)	$ (15,079,355)
Net loss per common share, basic and diluted	$ (0.32)	$ (0.30)	$ (0.51)	$ (0.70)
Weighted average common shares outstanding, basic and diluted	25,791,177	23,595,702	25,646,985	21,578,011

Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities
Net loss	$ (13,086,475)	$ (15,079,355)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	1,009,229	1,147,246
Amortization of debt discount	205,004	233,251
Change in fair value of warrants	(2,674,000)
Depreciation	23,651	20,500
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	90,457	537,963
Other assets	70,596	(6,470)
Accounts payable	(260,278)	(42,528)
Accrued expenses	274,097	(543,627)
Net cash used in operating activities	(14,347,719)	(13,733,020)
Cash flows from investing activities
Purchases of equipment	(24,215)	(6,294)
Net cash used in investing activities	(24,215)	(6,294)
Cash flows from financing activities
Repayment of principal on term loan	(1,666,667)
Procceds from issuance of common stock upon financing, net	2,368,921	14,781,092
Proceeds from issuance of common stock upon exercise of options		219,905
Proceeds issuance of common stock upon exercise of warrants		114,269
Net cash provided by financing activities	702,254	15,115,266
Net (decrease) increase in cash	(13,669,680)	1,375,952
Cash at beginning of period	34,021,123	36,618,497
Cash at end of period	$ 20,351,443	$ 37,994,449

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Jun. 30, 2018
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Significant Risks and Uncertainties The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not limited to: the results of clinical testing and trial activities of the Company’s product candidates; the Company’s ability to obtain regulatory approval to market its products, if approved; competition from products manufactured and sold or being developed by other companies; the price of, and demand for, Company products, if approved; the Company’s ability to negotiate favorable licensing or other manufacturing and marketing agreements for its products, if approved; and the Company’s ability to raise additional financing. If the Company does not successfully commercialize any of its product candidates, it will be unable to generate recurring product revenue or achieve and maintain profitability. Use of Estimates Management considers many factors in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements if these results differ from historical experience, or other assumptions do not turn out to be substantially accurate, even if such assumptions are reasonable when made. In preparing these financial statements, management used significant estimates in the following areas, among others: stock‑based compensation expense; the determination of the fair value of the warrants; the accounting for research and development costs; and the recoverability of the Company’s net deferred tax assets and related valuation allowance. Foreign Currency Translation Expenses denominated in foreign currency are translated into U.S. dollars at the exchange rate on the date the expense is incurred. Assets and liabilities of foreign operations are translated at period-end exchange rates. The effect of exchange rate fluctuations on translating foreign currency into U.S. dollars is included in the Statements of Operations and is not material to the Company’s financial statements. Segment and Geographic Information Operating segments are defined as components of an enterprise for which separate discrete information is available for evaluation by the chief operating decision maker or decision making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business as one operating segment, which is the business of developing novel therapies for the management of CNS disorders. Cash Equivalents The Company considers all highly liquid investments that have maturities of three months or less when acquired to be cash equivalents. Cash equivalents are valued at cost, which approximates their fair value. There were no cash equivalents at June 30, 2018 or December 31, 2017. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash. The Company maintains its cash at financial institutions, which at times, exceed federally insured limits. At June 30, 2018, the majority of the Company’s cash was held by one financial institution and the amount on deposit was in excess of Federal Deposit Insurance Corporation insurance limits. The Company has not recognized any losses from credit risks on such accounts since inception. The Company believes it is not exposed to significant credit risk on cash. Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three‑level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1—Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2—Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly. Level 3—Inputs that are unobservable for the asset or liability. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reported in the accompanying consolidated financial statements for accounts payable and accrued expenses approximate their respective fair values due to their short‑term maturities. The fair value of the warrant liabilities are discussed in Note 3, “Fair Value Measurements.” Research and Development Costs Research and development expenses primarily consist of costs incurred in performing research and development activities, including preclinical studies, clinical trials, manufacturing costs, employee salaries and benefits, stock‑based compensation expense, contract services, including external research and development expenses incurred under arrangements with third parties, such as contract research organizations (“CROs”), facilities costs, overhead costs, depreciation, and other related costs. Generally, research and development costs are expensed as incurred. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and amortized over the period that the goods are delivered or the related services are performed, subject to an assessment of recoverability. The Company makes estimates of costs incurred in relation to external CROs, and clinical site costs. The Company analyzes the progress of clinical trials, including levels of patient enrollment, invoices received and contracted costs when evaluating the adequacy of the amount expensed and the related prepaid asset and accrued liability. Significant judgments and estimates must be made and used in determining the accrued balance and expense in any accounting period. The Company reviews and accrues CRO expenses and clinical trial study expenses based on work performed and relies upon estimates of those costs applicable to the stage of completion of a study. Accrued CRO costs are subject to revisions as such trials progress to completion. Revisions are charged to expense in the period in which the facts that give rise to the revision become known. With respect to clinical site costs, the financial terms of these agreements are subject to negotiation and vary from contract to contract. Payments under these contracts may be uneven, and depend on factors such as the achievement of certain events, the successful recruitment of patients, the completion of portions of the clinical trial or similar conditions. The objective of our policy is to match the recording of expenses in our financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical site costs are recognized based on our estimate of the degree of completion of the event or events specified in the specific clinical study or trial contract. Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses, and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company’s effective tax rates as of June 30, 2018 and June 30, 2017 were 0%, which differs from the statutory tax rate in effect due to the Company recording a full valuation allowance. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not to be sustained upon examination based on the technical merits of the position as well as consideration of the available facts and circumstances. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. As of June 30, 2018, the Company does not believe any material uncertain tax positions are present. In the event the Company determines that accrual of interest or penalties are necessary in the future, the amount will be presented as a component of income tax expense. The Tax Legislation significantly revised the United States tax code by, among other things, (i) reducing the corporate income tax rate from 35.0% to 21.0%, (ii) imposing a one-time transition tax on earnings of foreign subsidiaries deemed to be repatriated, (iii) implementing a modified territorial tax system, (iv) introducing a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations (known as “GILTI”) and (v) introducing a base erosion anti-abuse tax measure (known as “BEAT”) that taxes certain payments between United States corporations and their subsidiaries. As of June 30, 2018, the Company has not completed its accounting for all the tax effects associated with the enactment of the Tax Act. However, the Company has made a reasonable estimate of the effects on its existing deferred tax balances and recorded a provisional amount during the fourth quarter of 2017. The Company anticipates that the Internal Revenue Service will issue additional guidance related to the impacts of the Tax Act later in 2018. The Company may further adjust the provisional amounts recorded upon completion of its accounting for the tax effects associated with the enactment of the Tax Act and input from anticipated guidance interpreting the Tax Act under the permitted measurement period allowed under SAB 118. Stock‑Based Compensation For stock options issued to employees and members of the Company’s board of directors for their services, the Company estimates the grant date fair value of each option using the Black‑Scholes option pricing model. The Black-Scholes model takes into account the expected volatility of the Company’s common stock, the risk-free interest rate, the estimated life of the option, the closing market price of the Company’s common stock and the exercise price. The estimates utilized in the Black-Scholes calculation involve inherent uncertainties and the application of management judgment. In addition, the Company recognizes expense for equity awards over the vesting period and accounts for forfeitures as they occur. For awards subject to service-based vesting conditions, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, the Company recognizes stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. The expense related to the stock-based compensation is recorded within the same financial statement line item as the grantee’s cash compensation. For stock‑based payments issued to non‑employees, compensation expense is determined at the “measurement date,” which is the earlier of (i) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete. The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company records compensation expense based on the fair value of the award at the reporting date. The awards to non‑employees are then revalued, or the total compensation is recalculated based on the then‑current fair value, at each subsequent reporting date. Basic and Diluted Net Loss per Common Share Basic net loss per share of common stock is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock includes the effect, if any, from the potential exercise or conversion of securities, such as warrants and stock options, which would result in the issuance of incremental shares of common stock. As the impact of these items is anti‑dilutive during periods of net loss, there was no difference between basic and diluted net loss per share of common stock for the three and six months ended June 30, 2018 and 2017. Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which supersedes FASB Topic 840, Leases (Topic 840) and provides principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for similarly to existing guidance for operating leases. The standard will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently evaluating the potential impact of the new guidance. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments, which is guidance to address diversity in practice with respect to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The updated guidance addresses eight specific cash flow issues with the objective of reducing the existing diversity that occurs in practice. The guidance is effective for annual and interim periods beginning after December 15, 2017. The Company has adopted this guidance effective January 1, 2018 and the adoption of the guidance did not have a material impact on the Company’s financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. ASU 2017-09 provides clarity and reduces both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, to a change to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. This ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those years. The Company has adopted this guidance effective January 1, 2018 and the adoption of the guidance did not have a material impact on the Company’s financial statements. In June 2018, the FASB issued No. ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. The standard will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently evaluating the potential impact of the new guidance.

Fair Value Measurements

6 Months Ended

Jun. 30, 2018

Fair Value Measurements

Fair Value Measurements

Note 3.Fair Value Measurements

2017 Warrants associated with Registered Direct Offering

In accordance with Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures, financial instruments were measured at fair value using a three-level hierarchy which maximizes use of observable inputs and minimizes use of unobservable inputs:

Level 1—Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2—Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly.

Level 3—Inputs that are unobservable for the asset or liability.

In connection with the Company’s December 4, 2017 registered direct offering (the “Registered Direct Offering”), the Company issued common stock warrants (“Common Warrants”) to certain investors to purchase an aggregate of 1,783,587 shares of its common stock. The Common Warrants are exercisable at $5.25 per share and expire on December 11, 2018. Additionally, as part of the Registered Direct Offering, the Company issued warrants (the “Placement Agent Warrants’) to certain investors affiliated with H.C. Wainwright & Co., LLC, the placement agent in the Registered Direct Offering to purchase an aggregate of 107,015 shares of its common stock. The Placement Agent Warrants are exercisable at $6.6562 and expire on December 11, 2018. The Common Warrants and Placement Agent Warrants were analyzed and it was determined that they require liability treatment. Under ASC 815, Derivatives and Hedging, registered common stock warrants that require the issuance of registered shares upon exercise and do not expressly preclude an implied right to cash settlement are accounted for as derivative liabilities. The Company classifies these derivative warrant liabilities on the consolidated balance sheet as a current liability.

The fair value of the Common Warrants at June 30, 2018 and December 31, 2017 was determined to be approximately $115,000 and $2,683,000, respectively, as calculated using Black-Scholes with the following assumptions: (1) stock price of $3.20 and $5.60, respectively; (2) a risk-free rate of 2.09% and 1.76%, respectively; and (3) an expected volatility of 55% and 62%, respectively. The change in the fair value between December 31, 2017 and June 30, 2018 is reported as a change in fair value of the warrant liability on the statement of operations.

The fair value of the Placement Agent Warrants at June 30, 2018 and December 31, 2017 were determined to be approximately $2,000 and $108,000, respectively, as calculated using Black-Scholes with the following assumptions: (1) stock price of $3.20 and $5.60, respectively; (2) a risk-free rate of 2.09% and 1.76%, respectively; and (3) an expected volatility of 55% and 62%, respectively. The change in the fair value between December 31, 2017 and June 30, 2018 is reported as a change in fair value of the warrant liability on the statement of operations.

Level 3 Fair Value Sensitivity

Warrant liability

As of June 30, 2018, the fair value of the warrant liability utilizes inputs including: share price, expected volatility and risk-free rate.

A 10% plus/minus change in share price will result in an estimated increase/decrease of $0.1 million in the value of the warrant liability,

A 10% plus/minus change in the expected volatility will result in an estimated increase/decrease of $0.1 million in the value of the warrant liability, and

A 10% plus/minus change in the risk-free interest rate will result in an immaterial change in the value of the warrant liability.

The following table sets forth a summary of changes in the fair value of Level 3 liabilities for the three and six months ended June 30, 2018:



Three Months Ended June 30, 2018	Beginning of period		Issuances		Change in fair value		Extinguishments		End of period
Warrant liability	$	118,000	$	—	$	(1,000)	$	—	$	117,000
Total	$	118,000	$	—	$	(1,000)	$	—	$	117,000



Six Months Ended June 30, 2018	Beginning of period		Issuances		Change in fair value		Extinguishments		End of period
Warrant liability	$	2,791,000	$	—	$	(2,674,000)	$	—	$	117,000
Total	$	2,791,000	$	—	$	(2,674,000)	$	—	$	117,000

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Loan and Security Agreement

6 Months Ended

Jun. 30, 2018

Debt Disclosure [Abstract]

Loan and Security Agreement

Note 5. Loan and Security Agreement

In November 2016, the Company entered into a $20.0 million Term Loan Agreement (“Term Loan”) with Silicon Valley Bank (“SVB”). The three-tranche Term Loan consists of an initial $10.0 million tranche triggered upon closing, with the remaining $10.0 million available to be drawn in two $5.0 million tranches, at the Company’s option, subject to the achievement of certain clinical and financial milestones.

The loan bears interest at an annual rate equal to 4.50% plus the prime rate, which is the greater of 3.50% or the Wall Street Journal prime rate, and is payable monthly. It matures in November 2020 and had an interest-only payment period until December 1, 2017, which was extendable to May 2018 upon the drawing of the second tranche. Following the interest-only payment period, the Company began making monthly payments of principal and interest and such payments will continue until the maturity date. Principal payments coming due within twelve months have been classified as current liabilities in the accompanying balance sheet. In addition, the Company is required to pay a final payment fee of 8.5% of the principal amount extended on the date of repayment of the Term Loan, which is being accreted and amortized into interest expense using the effective interest rate method over the term of the loan. Because the Company did not achieve the conditional criteria to access the second and third term advances before the specified dates, the $10.0 million in additional term loan advances expired and the Company began to repay principal in December 2017.

The Company may prepay all, but not less than all, of the Term Loan, subject to a prepayment premium of 3.0% of the outstanding principal if prepaid within two years of the effective date of the loan, 2.0% of the outstanding principal if prepaid during the third year of the loan, and 1.0% of the outstanding principal if prepaid after the third year. The Term Loan is collateralized by a security interest in all of the Company’s assets except intellectual property. The Company’s intellectual property is subject to a negative pledge.

Interest expense was $195,800 and $402,668 for the three and six months ended June 30, 2018, as compared to $215,972 and $423,333 for the three and six months ended June 30, 2017, respectively.

Amortization of the final payment fee was $70,177 and $146,763 for the three and six months ended June 30, 2018, as compared to $87,117 and $173,276 for the three and six months ended June 30, 2017, respectively.

The outstanding debt and unamortized debt discount balances are as follows:


	June 30,		December 31,
	2018		2017

Outstanding principal amount	$	8,055,555	$	9,722,222
Debt discount, net of current portion		468,290		274,116
Long-term debt, net of debt discount		8,523,845		9,996,338
Less current portion of principal	$	(3,333,333)	$	(3,333,333)
Loan payable, long-term	$	5,190,512	$	6,663,005
Current portion of outstanding principal amount		3,333,333		3,333,333
Current portion of debt discount		(53,158)		(63,987)
Loan payable, current portion	$	3,280,175	$	3,269,346

In connection with the Term Loan, SVB and Life Science Loans, LLC received warrants to purchase an aggregate 65,228 shares of the Company’s common stock at an exercise price of $7.41 per share, which are exercisable for seven years from the date of issuance. The warrants were classified as a component of stockholders’ equity.

The proceeds of $10.0 million were allocated based on the relative fair values of the debt instrument and the warrant instrument. The fair value of the warrants and the closing costs were recorded as debt discounts and are being amortized using the effective interest rate method over the term of the loan. Amortization of the debt discount was $26,346 and $58,241 for the three and six months ended June 30, 2018, respectively, as compared to $30,489 and $59,975 for the three and six months ended June 30, 2017, respectively.

Scheduled principal payments on outstanding debt, as of June 30, 2018, are as follows:


2018	$	1,666,666
2019		3,333,333
2020		3,055,556
Total	$	8,055,555

Net Loss per Common Share

6 Months Ended

Jun. 30, 2018

Net Loss per Common Share

Net Loss per Common Share

Note 6. Net Loss per Common Share

The following table sets forth the computation of basic and diluted net loss per common share:


	Three months ended June 30,				Six months ended June 30,
	2018		2017		2018		2017

Basic and diluted net loss per common share:
Net loss	$	(8,280,916)	$	(7,084,316)	$	(13,086,475)	$	(15,079,355)
Weighted average common shares outstanding—basic and diluted		25,791,177		23,595,702		25,646,985		21,578,011
Net loss per common share—basic and diluted	$	(0.32)	$	(0.30)	$	(0.51)	$	(0.70)

The following potentially dilutive securities outstanding at June 30, 2018 and 2017 have been excluded from the computation of diluted weighted average shares outstanding, as they would be anti‑dilutive:


	June 30,
	2018	2017

Stock options	2,914,069	2,169,540
Warrants	2,099,149	249,797
Total	5,013,218	2,419,337

Stockholders' Equity

6 Months Ended

Jun. 30, 2018

Stockholders? Equity

Stockholders' Equity

Note 7. Stockholders’ Equity

Capital Structure

On December 1, 2016, the Company filed a shelf registration statement with the SEC for the issuance of common stock, preferred stock, warrants, rights, debt securities and units up to an aggregate amount of $150.0 million, which the Company refers to as the 2016 Shelf Registration Statement. On December 16, 2016, the 2016 Shelf Registration Statement was declared effective by the SEC.

In March 2017, the Company utilized the 2016 Shelf Registration Statement and completed an underwritten public offering, whereby it sold 4,304,813 shares of common stock at a public offering price of $3.74 per share. The Company received gross proceeds of approximately $16.1 million, of which net proceeds were approximately $14.8 million due to underwriting discounts and offering expenses.

In October 2017, the Company entered into a sales agreement (the “Sales Agreement”) with Leerink Partners LLC ("Leerink"), pursuant to which the Company may sell up to $30 million in shares of its common stock from time to time through Leerink, acting as its sales agent, in one or more at-the-market offerings utilizing the 2016 Shelf Registration Statement. Leerink is entitled to receive a commission of 3.0% of the gross proceeds for any shares sold under the Sales Agreement. The Company received approximately $2.5 million in gross proceeds, of which net proceeds were approximately $2.4 million from the sales of its common stock to Leerink under the Sales Agreement during the six months ended June 30, 2018. The Company received approximately $2.6 million in gross proceeds, of which net proceeds were approximately $2.5 million from the sales of its common stock to Leerink under the Sales Agreement since inception.

In December 2017, the Company utilized the 2016 Shelf Registration Statement and completed the Registered Direct Offering, whereby it sold an aggregate of $9.5 million worth of units (“Units”) at a purchase price of $5.325 per Unit with each Unit consisting of (i) one share of the Company’s common stock, and (ii) a warrant to purchase one share of common stock at an exercise price equal to $5.25 per share. The Company sold an aggregate of 1,783,587 Units for gross proceeds of approximately $9.5 million and net proceeds of approximately $8.8 million, net of underwriting discounts and offering expenses. Additionally, the Company issued 107,015 Placement Agent Warrants.

The Company incurred issuance costs associated with the Units offering of $745,856, which included $81,000 related to issuance of 107,015 Placement Agent Warrants, of which, $583,768 was allocated to the common stock sold and was recorded as a reduction to equity. The remaining amount was allocated to the Common Warrants and was expensed. The Placement Agent Warrants have the same terms as the Common Warrants, except for the exercise price of $6.6562 per share.

Each of the warrants issued in December 2017 in connection with the Registered Direct Offering are liabilities pursuant to ASC 815 because registered common stock warrants that require the issuance of registered shares upon exercise and do not expressly preclude an implied right to cash settlement are accounted for as derivative liabilities. The Company classifies these derivative warrant liabilities on the consolidated balance sheet as a current liability. The initial fair value of the Common Warrants and Placement Agent Warrants was estimated to be approximately $2,145,000 and was deducted from the gross proceeds of the Unit offering with the residual amount recorded to equity.

The holders of shares of common stock are entitled to one vote for each share of common stock held at all meetings of stockholders and written actions in lieu of meetings. The holders of shares of common stock are entitled to receive dividends, if and when declared by the board of directors.

In the future, the Company may also periodically offer one or more of these securities in amounts, prices and terms to be announced when and if the securities are offered. At the time any of the securities covered by the 2016 Shelf Registration Statement are offered for sale, a prospectus supplement will be prepared and filed with the SEC containing specific information about the terms of any such offering.

Equity Incentive Plans

There were 2,254,120 shares available for the issuance of stock options or stock-based awards under the Company’s 2015 Omnibus Incentive Compensation Plan at June 30, 2018.

Stock Options

The following table sets forth the stock option activity for the six months ended June 30, 2018:


				Weighted
		Weighted		average	Aggregate
	Number	average		contractual	intrinsic
	of shares	exercise price		term	value
Outstanding at December 31, 2017	2,315,638	$	5.57
Granted	757,905		3.13
Exercised	—		—
Forfeited	(158,714)		6.02
Expired	(760)		7.35
Outstanding at June 30, 2018	2,914,069	$	4.91	8.0	$	919,837
Vested and expected to vest at June 30, 2018	2,907,900	$	4.91	8.0	$	908,115
Exercisable at June 30, 2018	1,534,190	$	4.89	7.3	$	796,428

The fair value of each stock option grant is estimated on the date of grant using the Black‑Scholes option pricing model. The Company periodically remeasures the fair value of stock‑based awards issued to non‑employees and records the expense over the requisite service period. The expected term of the Company’s stock options has been determined utilizing the “simplified” method as described in the SEC’s Staff Accounting Bulletin No. 107 relating to stock‑based compensation. The simplified method was chosen because the Company has limited historical option exercise experience due to its short operating history. The risk‑free interest rate is based on the U.S. Treasury yield in effect at the time of grant for a period approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. Expected volatility is based on historical volatilities of similar entities within the Company’s industry which were commensurate with the Company’s expected term assumption.

The weighted average grant date fair value of options granted was $1.98 and $2.99 per option for the six months ended June 30, 2018 and 2017, respectively. As of June 30, 2018, there was $3.8 million of total unrecognized compensation cost related to non‑vested stock options which is expected to be recognized over a weighted average period of 2.6 years. These amounts do not include 26,309 options outstanding as of June 30, 2018, which are performance‑based and vest upon the achievement of certain corporate milestones. Stock‑based compensation will be measured and recorded if and when it is probable that the milestone will occur.

Stock‑based compensation expense recognized for the three and six months ended June 30, 2018 and 2017 was allocated as follows:


	Three months ended June 30,				Six months ended June 30,
	2018		2017		2018		2017

Research and development	$	130,065	$	140,802	$	220,862	$	280,755
General and administrative		344,594		342,829		788,367		866,491
Total	$	474,659	$	483,631	$	1,009,229	$	1,147,246

Performance‑Based Awards

The Company did not issue any performance-based awards during the six months ended June 30, 2018 and 2017. For awards granted to employees with performance conditions, no expense will be recognized, and no measurement date can occur, until the occurrence of the event is probable. For awards granted to non‑employees, the Company will recognize the lowest aggregate amount within the range of potential values as expense until the measurement date is established. For the six months ended June 30, 2018, Company recognized income of $271 and expense of $45,286 for the six months ended June 30, 2017 related to performance‑based awards.

Warrants

The following table summarizes warrant activity for the six months ended June 30, 2018:


		Weighted
		average
	Warrants	exercise price
Outstanding at December 31, 2017	2,099,149	$	5.21
Issued	—		—
Exercised	—		—
Outstanding at June 30, 2018	2,099,149	$	5.21

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jun. 30, 2018
Summary of Significant Accounting Policies
Significant Risks and Uncertainties	Significant Risks and Uncertainties The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not limited to: the results of clinical testing and trial activities of the Company’s product candidates; the Company’s ability to obtain regulatory approval to market its products, if approved; competition from products manufactured and sold or being developed by other companies; the price of, and demand for, Company products, if approved; the Company’s ability to negotiate favorable licensing or other manufacturing and marketing agreements for its products, if approved; and the Company’s ability to raise additional financing. If the Company does not successfully commercialize any of its product candidates, it will be unable to generate recurring product revenue or achieve and maintain profitability.
Use of Estimates	Use of Estimates Management considers many factors in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements if these results differ from historical experience, or other assumptions do not turn out to be substantially accurate, even if such assumptions are reasonable when made. In preparing these financial statements, management used significant estimates in the following areas, among others: stock‑based compensation expense; the determination of the fair value of the warrants; the accounting for research and development costs; and the recoverability of the Company’s net deferred tax assets and related valuation allowance.
Foreign Currency Translation	Foreign Currency Translation Expenses denominated in foreign currency are translated into U.S. dollars at the exchange rate on the date the expense is incurred. Assets and liabilities of foreign operations are translated at period-end exchange rates. The effect of exchange rate fluctuations on translating foreign currency into U.S. dollars is included in the Statements of Operations and is not material to the Company’s financial statements.
Segment and Geographic Information	Segment and Geographic Information Operating segments are defined as components of an enterprise for which separate discrete information is available for evaluation by the chief operating decision maker or decision making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business as one operating segment, which is the business of developing novel therapies for the management of CNS disorders.
Cash Equivalents	Cash Equivalents The Company considers all highly liquid investments that have maturities of three months or less when acquired to be cash equivalents. Cash equivalents are valued at cost, which approximates their fair value. There were no cash equivalents at June 30, 2018 or December 31, 2017.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash. The Company maintains its cash at financial institutions, which at times, exceed federally insured limits. At June 30, 2018, the majority of the Company’s cash was held by one financial institution and the amount on deposit was in excess of Federal Deposit Insurance Corporation insurance limits. The Company has not recognized any losses from credit risks on such accounts since inception. The Company believes it is not exposed to significant credit risk on cash.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three‑level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1—Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2—Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly. Level 3—Inputs that are unobservable for the asset or liability. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reported in the accompanying consolidated financial statements for accounts payable and accrued expenses approximate their respective fair values due to their short‑term maturities. The fair value of the warrant liabilities are discussed in Note 3, “Fair Value Measurements.”
Research and Development Costs	Research and Development Costs Research and development expenses primarily consist of costs incurred in performing research and development activities, including preclinical studies, clinical trials, manufacturing costs, employee salaries and benefits, stock‑based compensation expense, contract services, including external research and development expenses incurred under arrangements with third parties, such as contract research organizations (“CROs”), facilities costs, overhead costs, depreciation, and other related costs. Generally, research and development costs are expensed as incurred. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and amortized over the period that the goods are delivered or the related services are performed, subject to an assessment of recoverability. The Company makes estimates of costs incurred in relation to external CROs, and clinical site costs. The Company analyzes the progress of clinical trials, including levels of patient enrollment, invoices received and contracted costs when evaluating the adequacy of the amount expensed and the related prepaid asset and accrued liability. Significant judgments and estimates must be made and used in determining the accrued balance and expense in any accounting period. The Company reviews and accrues CRO expenses and clinical trial study expenses based on work performed and relies upon estimates of those costs applicable to the stage of completion of a study. Accrued CRO costs are subject to revisions as such trials progress to completion. Revisions are charged to expense in the period in which the facts that give rise to the revision become known. With respect to clinical site costs, the financial terms of these agreements are subject to negotiation and vary from contract to contract. Payments under these contracts may be uneven, and depend on factors such as the achievement of certain events, the successful recruitment of patients, the completion of portions of the clinical trial or similar conditions. The objective of our policy is to match the recording of expenses in our financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical site costs are recognized based on our estimate of the degree of completion of the event or events specified in the specific clinical study or trial contract.
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses, and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company’s effective tax rates as of June 30, 2018 and June 30, 2017 were 0%, which differs from the statutory tax rate in effect due to the Company recording a full valuation allowance. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not to be sustained upon examination based on the technical merits of the position as well as consideration of the available facts and circumstances. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. As of June 30, 2018, the Company does not believe any material uncertain tax positions are present. In the event the Company determines that accrual of interest or penalties are necessary in the future, the amount will be presented as a component of income tax expense. The Tax Legislation significantly revised the United States tax code by, among other things, (i) reducing the corporate income tax rate from 35.0% to 21.0%, (ii) imposing a one-time transition tax on earnings of foreign subsidiaries deemed to be repatriated, (iii) implementing a modified territorial tax system, (iv) introducing a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations (known as “GILTI”) and (v) introducing a base erosion anti-abuse tax measure (known as “BEAT”) that taxes certain payments between United States corporations and their subsidiaries. As of June 30, 2018, the Company has not completed its accounting for all the tax effects associated with the enactment of the Tax Act. However, the Company has made a reasonable estimate of the effects on its existing deferred tax balances and recorded a provisional amount during the fourth quarter of 2017. The Company anticipates that the Internal Revenue Service will issue additional guidance related to the impacts of the Tax Act later in 2018. The Company may further adjust the provisional amounts recorded upon completion of its accounting for the tax effects associated with the enactment of the Tax Act and input from anticipated guidance interpreting the Tax Act under the permitted measurement period allowed under SAB 118.
Stock Based Compensation	Stock‑Based Compensation For stock options issued to employees and members of the Company’s board of directors for their services, the Company estimates the grant date fair value of each option using the Black‑Scholes option pricing model. The Black-Scholes model takes into account the expected volatility of the Company’s common stock, the risk-free interest rate, the estimated life of the option, the closing market price of the Company’s common stock and the exercise price. The estimates utilized in the Black-Scholes calculation involve inherent uncertainties and the application of management judgment. In addition, the Company recognizes expense for equity awards over the vesting period and accounts for forfeitures as they occur. For awards subject to service-based vesting conditions, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting term. For awards subject to performance-based vesting conditions, the Company recognizes stock-based compensation expense using the accelerated attribution method when it is probable that the performance condition will be achieved. The expense related to the stock-based compensation is recorded within the same financial statement line item as the grantee’s cash compensation. For stock‑based payments issued to non‑employees, compensation expense is determined at the “measurement date,” which is the earlier of (i) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete. The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company records compensation expense based on the fair value of the award at the reporting date. The awards to non‑employees are then revalued, or the total compensation is recalculated based on the then‑current fair value, at each subsequent reporting date.
Basic and Diluted Net Loss per Common Share	Basic and Diluted Net Loss per Common Share Basic net loss per share of common stock is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock includes the effect, if any, from the potential exercise or conversion of securities, such as warrants and stock options, which would result in the issuance of incremental shares of common stock. As the impact of these items is anti‑dilutive during periods of net loss, there was no difference between basic and diluted net loss per share of common stock for the three and six months ended June 30, 2018 and 2017.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which supersedes FASB Topic 840, Leases (Topic 840) and provides principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for similarly to existing guidance for operating leases. The standard will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently evaluating the potential impact of the new guidance. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments, which is guidance to address diversity in practice with respect to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The updated guidance addresses eight specific cash flow issues with the objective of reducing the existing diversity that occurs in practice. The guidance is effective for annual and interim periods beginning after December 15, 2017. The Company has adopted this guidance effective January 1, 2018 and the adoption of the guidance did not have a material impact on the Company’s financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. ASU 2017-09 provides clarity and reduces both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, to a change to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. This ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those years. The Company has adopted this guidance effective January 1, 2018 and the adoption of the guidance did not have a material impact on the Company’s financial statements. In June 2018, the FASB issued No. ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. The standard will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently evaluating the potential impact of the new guidance.

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2018

Fair Value Measurements

Summary of changes in the fair value of Level 3 liabilities

Three Months Ended June 30, 2018	Beginning of period		Issuances		Change in fair value		Extinguishments		End of period
Warrant liability	$	118,000	$	—	$	(1,000)	$	—	$	117,000
Total	$	118,000	$	—	$	(1,000)	$	—	$	117,000



Six Months Ended June 30, 2018	Beginning of period		Issuances		Change in fair value		Extinguishments		End of period
Warrant liability	$	2,791,000	$	—	$	(2,674,000)	$	—	$	117,000
Total	$	2,791,000	$	—	$	(2,674,000)	$	—	$	117,000

Loan and Security Agreement (Tables)

6 Months Ended

Jun. 30, 2018

Debt Disclosure [Abstract]

Schedule of long-term debt and unamortized debt discount balances


	June 30,		December 31,
	2018		2017

Outstanding principal amount	$	8,055,555	$	9,722,222
Debt discount, net of current portion		468,290		274,116
Long-term debt, net of debt discount		8,523,845		9,996,338
Less current portion of principal	$	(3,333,333)	$	(3,333,333)
Loan payable, long-term	$	5,190,512	$	6,663,005
Current portion of outstanding principal amount		3,333,333		3,333,333
Current portion of debt discount		(53,158)		(63,987)
Loan payable, current portion	$	3,280,175	$	3,269,346

Schedule of principal payments

Scheduled principal payments on outstanding debt, as of June 30, 2018, are as follows:


2018	$	1,666,666
2019		3,333,333
2020		3,055,556
Total	$	8,055,555

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21475-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=64930739&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21538-112644

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21521-112644

+ Details

Net Loss per Common Share (Tables)

6 Months Ended

Jun. 30, 2018

Net Loss per Common Share

Computation of basic and diluted net loss per common share


	Three months ended June 30,				Six months ended June 30,
	2018		2017		2018		2017

Basic and diluted net loss per common share:
Net loss	$	(8,280,916)	$	(7,084,316)	$	(13,086,475)	$	(15,079,355)
Weighted average common shares outstanding—basic and diluted		25,791,177		23,595,702		25,646,985		21,578,011
Net loss per common share—basic and diluted	$	(0.32)	$	(0.30)	$	(0.51)	$	(0.70)

Schedule of potentially dilutive securities


	June 30,
	2018	2017

Stock options	2,914,069	2,169,540
Warrants	2,099,149	249,797
Total	5,013,218	2,419,337

Stockholders' Equity (Tables)

6 Months Ended

Jun. 30, 2018

Stockholders? Equity

Schedule of stock option activity


				Weighted
		Weighted		average	Aggregate
	Number	average		contractual	intrinsic
	of shares	exercise price		term	value
Outstanding at December 31, 2017	2,315,638	$	5.57
Granted	757,905		3.13
Exercised	—		—
Forfeited	(158,714)		6.02
Expired	(760)		7.35
Outstanding at June 30, 2018	2,914,069	$	4.91	8.0	$	919,837
Vested and expected to vest at June 30, 2018	2,907,900	$	4.91	8.0	$	908,115
Exercisable at June 30, 2018	1,534,190	$	4.89	7.3	$	796,428

Schedule of stock-based compensation expense


	Three months ended June 30,				Six months ended June 30,
	2018		2017		2018		2017

Research and development	$	130,065	$	140,802	$	220,862	$	280,755
General and administrative		344,594		342,829		788,367		866,491
Total	$	474,659	$	483,631	$	1,009,229	$	1,147,246

Schedule of warrant activity


		Weighted
		average
	Warrants	exercise price
Outstanding at December 31, 2017	2,099,149	$	5.21
Issued	—		—
Exercised	—		—
Outstanding at June 30, 2018	2,099,149	$	5.21

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

+ References + Details

Loan and Security Agreement - Additional Information (Details)	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2016 USD ($) tranche	Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)	Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)
Term Loan
Maximum loan amount	$ 20,000,000
Number of loan tranches \| tranche	3
Base interest rate	4.50%
Interest rate spread	3.50%
Final payment fee, percent of principal	8.50%
Prepayment premium, percent of principal, if prepaid within two years	3.00%
Prepayment premium, condition one, term	2 years
Prepayment premium, percent of principal, if prepaid during the third year	2.00%
Prepayment premium, percent of principal, if prepaid after the third year	1.00%
Interest expense		$ 195,800	$ 215,972	$ 402,668	$ 423,333
Amortization of debt issuance costs		$ 70,177	$ 87,117	$ 146,763	$ 173,276
Term Loan, Tranche One, triggered upon closing
Loan amount	$ 10,000,000
Term Loan, Tranches Two and Three
Maximum loan amount	$ 10,000,000
Number of loan tranches \| tranche	2
Term Loan, Tranche Two
Maximum loan amount	$ 5,000,000
Term Loan, Tranche Three
Maximum loan amount	$ 5,000,000

Stockholders' Equity - Capital Structure (Details)	1 Months Ended			6 Months Ended	9 Months Ended
Stockholders' Equity - Capital Structure (Details)	Dec. 31, 2017 USD ($) $ / shares shares	Oct. 31, 2017 USD ($)	Mar. 31, 2017 USD ($) $ / shares shares	Jun. 30, 2018 USD ($) Vote / shares $ / shares	Jun. 30, 2018 USD ($) $ / shares	Dec. 01, 2016 USD ($)
Subsidiary, Sale of Stock [Line Items]
Shelf Registration Statement, maximum aggregate amount issuable						$ 150,000,000
Shares issued \| shares	1,783,587		4,304,813
Share Price \| $ / shares	$ 5.325		$ 3.74
Exercise price \| $ / shares	$ 5.25
Issuance costs	$ 745,856
Fair Value Of Warrants	2,145,000
Proceeds from issuance of common stock, gross	9,500,000		$ 16,100,000
Proceeds from issuance of common stock, net	$ 8,800,000		$ 14,800,000
Common stock sales agreement, authorized amount		$ 30,000,000
Common stock sales agreement, commission percentage		3.00%
Common stock sales agreement, gross sales				$ 2,500,000	$ 2,600,000
Common stock sales agreement, net sales				$ 2,400,000	$ 2,500,000
Common stock, voting right per share \| Vote / shares				1
Common warrants
Subsidiary, Sale of Stock [Line Items]
Share Price \| $ / shares	$ 5.60			$ 3.20	$ 3.20
Issuance costs	$ 583,768
Fair Value Of Warrants	$ 2,683,000			$ 115,000	$ 115,000
Placement agent warrants
Subsidiary, Sale of Stock [Line Items]
Shares issued \| shares	107,015
Share Price \| $ / shares	$ 5.60			$ 3.20	$ 3.20
Exercise price \| $ / shares	$ 6.6562
Issuance costs	$ 81,000
Fair Value Of Warrants	$ 108,000			$ 2,000	$ 2,000

Stockholders' Equity - Stock Option Activity (Details)	6 Months Ended
Stockholders' Equity - Stock Option Activity (Details)	Jun. 30, 2018 USD ($) $ / shares shares
Number of shares
Beginning balance outstanding (in shares) \| shares	2,315,638
Granted (in shares) \| shares	757,905
Forfeited (in shares) \| shares	(158,714)
Expired (in shares) \| shares	(760)
Ending balance outstanding (in shares) \| shares	2,914,069
Vested and expected to vest (in shares) \| shares	2,907,900
Exercisable (in shares) \| shares	1,534,190
Weighted average exercise price
Beginning balance outstanding (in dollars per share) \| $ / shares	$ 5.57
Granted (in dollars per share) \| $ / shares	3.13
Forfeited (in dollars per share) \| $ / shares	6.02
Expired (in dollars per share) \| $ / shares	7.35
Ending balance outstanding (in dollars per share) \| $ / shares	4.91
Vested and expected to vest (in dollars per share) \| $ / shares	4.91
Exercisable (in dollars per share) \| $ / shares	$ 4.89
Weighted average contractual term
Outstanding (in years)	8 years
Vested and expected to vest (in years)	8 years
Exercisable (in years)	7 years 3 months 18 days
Aggregate intrinsic value
Outstanding (in dollars) \| $	$ 919,837
Vested and expected to vest (in dollars) \| $	908,115
Exercisable (in dollars) \| $	$ 796,428

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	26,252,562	25,492,992
Common stock, shares outstanding	26,252,562	25,492,992

Nature of Business and Basis of Presentation	6 Months Ended
Nature of Business and Basis of Presentation	Jun. 30, 2018
Nature of Business and Basis of Presentation
Nature of Business and Basis of Presentation	Axsome Therapeutics, Inc. Notes to Consolidated Financial Statements (Unaudited) Note 1. Nature of Business and Basis of Presentation Axsome Therapeutics, Inc. (“Axsome” or the “Company”) is a clinical stage biopharmaceutical company developing novel therapies for central nervous system (“CNS”) disorders for which there are limited treatment options. By focusing on this therapeutic area, the Company is addressing significant and growing markets where current treatment options are limited or inadequate. The Company’s product candidate portfolio includes five product candidates, AXS‑05, AXS-07, AXS-09, AXS-02, and AXS‑06, which are being developed for multiple indications. The Company aims to become a fully integrated biopharmaceutical company that develops and commercializes differentiated therapies that expand the treatment options available to caregivers and improve the lives of patients living with CNS disorders. The Company was incorporated on January 12, 2012 in the State of Delaware and now has operations in the United States and Australia. The accompanying unaudited interim consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosure normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These interim consolidated financial statements should be read in conjunction with the audited financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 filed with the SEC on March 7, 2018. In the opinion of management, the unaudited interim consolidated financial statements reflect all adjustments, which are normal recurring adjustments, necessary for the fair presentation of the financial information for the interim periods. The results of operations for the six months ended June 30, 2018 are not necessarily indicative of the operating results for the full fiscal year or any future period. Liquidity and Capital Resources The Company has incurred operating losses since its inception, and expects to continue to incur operating losses for the foreseeable future and may never become profitable. As of June 30, 2018, the Company had an accumulated deficit of $89.7 million. The Company’s primary sources of cash have been proceeds from the issuance and sale of its common stock in public offerings. The Company has not yet commercialized any of its product candidates and cannot be sure if it will ever be able to do so. The Company’s ability to achieve profitability depends on a number of factors, including its ability to obtain regulatory approval for its product candidates, successfully complete any post-approval regulatory obligations and successfully commercialize its product candidates alone or in partnership. The Company may continue to incur substantial operating losses even if it begins to generate revenues from its product candidates. As of June 30, 2018, the Company had $20.4 million in cash. The Company currently anticipates its cash to be sufficient to fund its anticipated operating cash requirements into the third quarter of 2019. The actual amount of cash that the Company will need to operate is subject to many factors, including, but not limited to, the timing, design and conduct of clinical trials for its product candidates. The Company is dependent upon significant future financing to provide the cash necessary to execute its current operations, including the commercialization of any of its product candidates. The Company’s common stock is listed on the Nasdaq Global Market and trades under the symbol “AXSM”.

Nature of Business and Basis of Presentation - Amendment to Certificate of Incorporation (Details)	Jun. 30, 2018 USD ($) item	Dec. 31, 2017 USD ($)	Jun. 30, 2017 USD ($)	Dec. 31, 2016 USD ($)
Nature of Business and Basis of Presentation
Number of late-stage candidates in Company's product candidate portfolio \| item	5
Accumulated deficit	$ (89,671,318)	$ (76,584,843)
Cash	$ 20,351,443	$ 34,021,123	$ 37,994,449	$ 36,618,497

Summary of Significant Accounting Policies (Details)			6 Months Ended
Summary of Significant Accounting Policies (Details)	Jan. 01, 2018	Dec. 31, 2017 USD ($)	Jun. 30, 2018 USD ($) segment item
Segment and Geographic Information
Number of operating segments \| segment			1
Cash Equivalents
Cash Equivalents \| $		$ 0	$ 0
Concentration of Credit Risk
Number of financial institutions that hold the Company's cash \| item			1
Income Taxes
Effective tax rate			0.00%
U.S. federal statutory income tax rate	21.00%	35.00%

Fair Value Measurements - Recurring Basis (Details) - USD ($)		6 Months Ended	12 Months Ended
	Dec. 04, 2017	Jun. 30, 2018	Dec. 31, 2017	Mar. 31, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Exercise price of warrants (in dollars per share)		$ 5.21	$ 5.21
Fair value			$ 2,145,000
Share Price			$ 5.325	$ 3.74
10% share price increase
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Increase (decrease) in warrant liability		$ 100,000
10% share price decrease
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Increase (decrease) in warrant liability		(100,000)
10% expected volatility increase
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Increase (decrease) in warrant liability		100,000
10% expected volatility decrease
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Increase (decrease) in warrant liability		(100,000)
Common warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants issued	1,783,587
Exercise price of warrants (in dollars per share)	$ 5.25
Fair value		$ 115,000	$ 2,683,000
Share Price		$ 3.20	$ 5.60
Risk-free interest rates		2.09%	1.76%
Expected volatility rate		55.00%	62.00%
Placement agent warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants issued	107,015
Exercise price of warrants (in dollars per share)	$ 6.6562
Fair value		$ 2,000	$ 108,000
Share Price		$ 3.20	$ 5.60
Risk-free interest rates		2.09%	1.76%
Expected volatility rate		55.00%	62.00%

Fair Value Measurements - Changes in Fair Value of Level 3 Liabilities (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning of period	$ 118,000	$ 2,791,000
Change in fair value	(1,000)	(2,674,000)
End of period	117,000	117,000
Warrant liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning of period	118,000	2,791,000
Change in fair value	(1,000)	(2,674,000)
End of period	$ 117,000	$ 117,000

Accrued Expenses (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Accrued Expenses
Research and development	$ 1,942,366	$ 1,642,154
Accrued compensation	420,575	704,556
Other	$ 590,690	$ 332,824

Loan and Security Agreement - Long-term Debt and Unamortized Debt Discount (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Debt Disclosure [Abstract]
Long-term debt	$ 8,055,555	$ 9,722,222
Less debt discount, net of current portion	(468,290)	(274,116)
Long-term debt, net of debt discount	8,523,845	9,996,338
Less current portion of long-term debt	(3,333,333)	(3,333,333)
Loan payable, long-term	5,190,512	6,663,005
Current portion of long-term debt	3,333,333	3,333,333
Current portion of debt discount	(53,158)	(63,987)
Loan payable, current portion	$ 3,280,175	$ 3,269,346

Loan and Security Agreement - Warrants Issued (Details) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2016	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Exercise price of warrants (in dollars per share)		$ 5.21		$ 5.21		$ 5.21
Amortization of debt discount				$ 205,004	$ 233,251
Term Loan
Common stock to be issued if warrants are exercised (in shares)	65,228
Exercise price of warrants (in dollars per share)	$ 7.41
Term of warrants (in years)	7 years
Proceeds from Issuance of Long-term Debt	$ 10,000,000
Amortization of debt discount		$ 26,346	$ 30,489	$ 58,241	$ 59,975

Loan and Security Agreement - Schedule of Principal Payments (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Debt Disclosure [Abstract]
2018	$ 1,666,666
2019	3,333,333
2020	3,055,556
Total	$ 8,055,555	$ 9,722,222

Net Loss per Common Share - Potentially Dilutive Securities Outstanding (Details) - shares	3 Months Ended	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	2,419,337	5,013,218
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	2,169,540	2,914,069
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	249,797	2,099,149

Stockholders' Equity - Equity Incentive Plans (Details)	Jun. 30, 2018 shares
2015 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for future grant	2,254,120

Stockholders' Equity - Warrants (Details)	6 Months Ended
Stockholders' Equity - Warrants (Details)	Jun. 30, 2018 $ / shares shares
Warrants
Warrants outstanding beginning balance \| shares	2,099,149
Warrants exercised \| shares
Warrants outstanding ending balance \| shares	2,099,149
Weighted average exercise price
Beginning balance (in dollars per share) \| $ / shares	$ 5.21
Exercised (in dollars per share) \| $ / shares
Ending balance (in dollars per share) \| $ / shares	$ 5.21