SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* JEFFS ROGER (Last) (First) (Middle) C/O AXSOME THERAPEUTICS, INC. 200 BROADWAY, 3RD FLOOR (Street) NEW YORK NY 10038 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Axsome Therapeutics, Inc. [ AXSM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/03/2019
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/03/2019		M		3,672(1)	A	$3.67	3,672	D
Common Stock	07/03/2019		M		39,948(1)	A	$2.85	43,620	D
Common Stock	07/03/2019		M		13,000(1)	A	$3.45	56,620	D
Common Stock								46,912	I	GRAT(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$3.67	07/03/2019		M			3,672	(2)	09/15/2024	Common Stock	3,672(1)	$0	7,344(2)	D
Stock Option (Right to Buy)	$2.85	07/03/2019		M			39,948	03/12/2018	03/11/2028	Common Stock	39,948(1)	$0	0	D
Stock Option (Right to Buy)	$3.45	07/03/2019		M			13,000	06/01/2019	06/01/2028	Common Stock	13,000(1)	$0	0	D

Explanation of Responses:

1. The Reporting Person has elected to exercise and hold the shares at this time.

2. Reflects a partial option exercise by the Reporting Person. This option was granted on September 16, 2014. 3,672 shares subject to the option became fully vested and exercisable on September 16, 2015. The remaining 7,344 shares subject to the option, which were not exercised by the Reporting Person, became fully vested and exercisable in equal annual installments on the second and third anniversaries of the date of grant.

3. Represents additional shares held indirectly by the Reporting Person prior to July 3, 2019.

	/s/ Herriot Tabuteau, M.D., Attorney-in-Fact	07/05/2019
	** 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 4 (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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