Form 4: Acadia CFO Schneyer Reports Routine Stock Transactions

Acadia Pharmaceuticals' EVP and CFO, Mark C. Schneyer, reported the acquisition of shares from performance unit vesting and a subsequent sale to cover tax obligations.

Summary

• Mark C. Schneyer, Executive Vice President and Chief Financial Officer of ACADIA PHARMACEUTICALS INC (ACAD), reported changes in his beneficial ownership of common stock.
• On September 12, 2025, Schneyer acquired 6,815 shares of common stock at a price of $0, resulting from the vesting of performance stock units (PSUs).
• This vesting represents an incremental 25% of the target PSUs granted on May 1, 2023, bringing the total vested amount to 75% of target, including a previous vesting on August 16, 2024.
• Following this acquisition, Schneyer's beneficial ownership increased to 46,945 shares.
• On September 15, 2025, Schneyer disposed of 3,498 shares of common stock at a price of $23.65 per share.
• This sale was mandatory and conducted to cover withholding taxes and tax-related items imposed by the Issuer in connection with the PSU vesting.
• The sale was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-arranged.
• After the disposition, Schneyer's beneficial ownership stands at 43,447 shares of common stock.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive. While there's a sale of shares, it's a mandatory tax-related event following the positive vesting of performance stock units, indicating achievement of company goals. This is a routine compensation event rather than a discretionary sale.

Positives

• The vesting of 6,815 performance stock units indicates that performance targets set for the executive were met, reflecting positively on company performance metrics tied to these awards.
• The total vesting of performance stock units reaching 75% of target suggests strong achievement against long-term incentive goals.

Negatives

• The disposition of 3,498 shares, while mandatory for tax purposes, reduces the direct equity stake of a key executive in the company.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The mandatory sales reported were made to cover withholding taxes and tax-related items imposed by the Issuer in connection with the vesting of performance stock units.
• The transaction is intended to comply with the requirements of Rule 10b5-1(c)(1)(i)(B) under the Exchange Act, indicating a pre-planned sale.

Industry Context

This Form 4 filing details a routine insider transaction related to executive compensation. Such transactions, involving the vesting of equity awards and subsequent sales for tax obligations, are common across publicly traded companies, particularly in the biotechnology and pharmaceutical sectors where equity-based compensation is a significant component of executive pay.

Comparison to Industry Standards

• The structure of performance stock unit vesting and subsequent tax-related sales is a standard practice for executive compensation across various industries, including pharmaceuticals.
• The use of a Rule 10b5-1 plan for the sale aligns with best practices for insider trading compliance, demonstrating a pre-arranged and transparent approach to managing equity awards.

Stakeholder Impact

• Shareholders: The transaction is a routine compensation event and does not indicate a change in company strategy or financial health. The executive's beneficial ownership remains substantial.
• Employees: No direct impact mentioned.

Key Dates

Keywords

ACADIA PHARMACEUTICALS, ACAD, Form 4, Insider Transaction, Mark C. Schneyer, CFO, Stock Vesting, Performance Stock Units, Equity Compensation, Rule 10b5-1