Form 4: Ovid Therapeutics CEO Converts Preferred Stock to Common

Ovid Therapeutics CEO Jeremy M. Levin converted 71 shares of Series B Convertible Preferred Stock into 71,000 shares of common stock, increasing his direct common stock holdings.

Summary

• Jeremy M. Levin, CEO and Director of Ovid Therapeutics Inc., reported changes in his beneficial ownership.
• On December 15, 2025, 71 shares of Series B Convertible Preferred Stock automatically converted into 71,000 shares of Common Stock.
• This conversion was approved by the Issuer's stockholders on December 11, 2025.
• Following the transaction, Levin directly owns 3,687,715 shares of Common Stock.
• He also indirectly owns 35,461 shares of Common Stock through Divo Holdings, LLC, but disclaims beneficial ownership.
• Levin holds 47,333 Series A Warrants and 35,500 Series B Warrants, both of which became immediately exercisable on December 11, 2025.
• These securities were acquired as part of 71 investment units, each costing $1,400 and consisting of one Series B Convertible Preferred Stock, one Series A Warrant (to purchase 666.66 common shares), and one Series B Warrant (to purchase 500 common shares).

Sentiment

Score: 7

Explanation: The conversion of preferred stock to common stock and the holding of exercisable warrants by the CEO generally indicates confidence in the company's future, aligning his interests with common shareholders. The disclaimer of indirect ownership is standard practice.

Positives

• The conversion of preferred stock to common stock by the CEO indicates continued alignment of management's interests with common shareholders.
• The immediate exercisability of Series A and Series B Warrants provides flexibility for the CEO to increase common stock ownership in the future.

Risks

• The Series A Warrants have a complex termination condition tied to the OV4071 product candidate's regulatory clearance and registration statement effectiveness, introducing uncertainty regarding their lifespan.

Future Outlook

The filing mentions the OV4071 product candidate in relation to the Series A Warrant termination conditions, indicating ongoing clinical development.

Industry Context

This is a standard insider transaction report for Ovid Therapeutics, a biopharmaceutical company, confirming its focus on drug development through the mention of the OV4071 product candidate.

Comparison to Industry Standards

• This filing is a routine insider transaction report and does not contain information suitable for comparison to industry-specific operational or financial benchmarks.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership of 35,461 shares of Common Stock through Divo Holdings, LLC, where the Reporting Person's spouse is the manager. The Reporting Person disclaims beneficial ownership.

Stakeholder Impact

• Shareholders: Increased direct common stock ownership by the CEO aligns his interests more closely with common shareholders. The conversion of preferred stock simplifies the capital structure.

Next Steps

• Continued clinical development of the OV4071 product candidate, as its regulatory clearance affects Series A Warrant termination.

Key Dates

Recommendation

This Form 4 filing details a routine conversion of preferred stock to common stock and the holding of exercisable warrants by the CEO. While it indicates management's continued alignment with common shareholders, it does not present new material information regarding the company's operational performance, strategic direction, or financial health that would warrant a change in investment recommendation. Investors should hold their position and await further operational updates.

Keywords

Ovid Therapeutics, OVID, Jeremy Levin, Form 4, Insider Trading, Stock Conversion, Preferred Stock, Common Stock, Warrants, Beneficial Ownership, CEO, Director