OVID

SEC source: 0001209191-24-003970 · doc4.xml · derivative · entry 2

Rona Jeffrey A · CIK 0001311404 · CBFO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 168,750 shares

Expires 2034-02-21

F3 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 22, 2025 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-24-003970 · doc4.xml · nonDerivative · entry 1

Rona Jeffrey A · CIK 0001311404 · CBFO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,125

F1 · shares: Represents a restricted stock unit (RSU) award. One-third (1/3) of the total number of RSUs shall vest on January 1, 2025 and one-third (1/3) of the remaining RSUs shall vest each year thereafter on anniversary of the vesting commencement date, subject to the Reporting Person's continuous service through such vesting date.

F2 · price: Each RSU represents a contingent right to receive one share of Common Stock.

SEC source: 0001209191-24-003962 · doc4.xml · derivative · entry 1

Friedman Bart · CIK 0001368324 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2034-02-21

F1 · derivative.exercise_date: The option will vest in full on February 22, 2025, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-24-003972 · doc4.xml · derivative · entry 2

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 168,750

Underlying: Common Stock · 168,750 shares

Expires 2034-02-21

F3 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 22, 2025 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-24-003972 · doc4.xml · nonDerivative · entry 1

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,125

F1 · shares: Represents a restricted stock unit (RSU) award. One-third (1/3) of the total number of RSUs shall vest on January 1, 2025 and one-third (1/3) of the remaining RSUs shall vest each year thereafter on anniversary of the vesting commencement date, subject to the Reporting Person's continuous service through such vesting date.

F2 · price: Each RSU represents a contingent right to receive one share of Common Stock.

SEC source: 0001209191-24-003966 · doc4.xml · derivative · entry 2

Perone Thomas Michael · CIK 0001771761 · General Counsel, Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 168,750

Underlying: Common Stock · 168,750 shares

Expires 2034-02-21

F3 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 22, 2025 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-24-003966 · doc4.xml · nonDerivative · entry 1

Perone Thomas Michael · CIK 0001771761 · General Counsel, Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,125

F1 · shares: Represents a restricted stock unit (RSU) award. One-third (1/3) of the total number of RSUs shall vest on January 1, 2025 and one-third (1/3) of the remaining RSUs shall vest each year thereafter on anniversary of the vesting commencement date, subject to the Reporting Person's continuous service through such vesting date.

F2 · price: Each RSU represents a contingent right to receive one share of Common Stock.

SEC source: 0001209191-24-003956 · doc4.xml · derivative · entry 1

Bernstein Karen · CIK 0001654055 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2034-02-21

F1 · derivative.exercise_date: The option will vest in full on February 22, 2025, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-23-057640 · doc4.xml · nonDerivative · entry 2

LEVIN JEREMY M · CIK 0001256153 · Director · CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,598,467

F1 · kind: The reporting executive has transferred shares to a family trust for the benefit of his children as part of generational estate planning. The reporting executive has made these transfers for no consideration. The reporting executive does not serve as the trustee of the family trusts, nor does he maintain investment control over, or have a pecuniary interest in, the shares.

SEC source: 0001209191-23-057640 · doc4.xml · nonDerivative · entry 1

LEVIN JEREMY M · CIK 0001256153 · Director · CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 4,171,742

F1 · kind: The reporting executive has transferred shares to a family trust for the benefit of his children as part of generational estate planning. The reporting executive has made these transfers for no consideration. The reporting executive does not serve as the trustee of the family trusts, nor does he maintain investment control over, or have a pecuniary interest in, the shares.

F2 · balance_after: This direct ownership total corrects an inadvertent administrative error in the number of shares of common stock that were reported as directly held on the Form 4 filed by the reporting executive on September 1, 2020. Before the transactions reported herein, the reporting executive held 4,745,017 shares of common stock directly

SEC source: 0001209191-23-013215 · doc4.xml · derivative · entry 1

Fitzgerald Kevin Joseph · CIK 0001886431 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: The option will vest in full on February 23, 2024 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-23-013251 · doc4.xml · derivative · entry 1

Poole Robert Michael · CIK 0001871782 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: The option will vest in full on February 23, 2024 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-23-013207 · doc4.xml · derivative · entry 1

Duncan Barbara Gayle · CIK 0001353128 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: The option will vest in full on February 23, 2024 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-23-013236 · doc4.xml · derivative · entry 1

LEVIN JEREMY M · CIK 0001256153 · Director · CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 600,000

Underlying: Common Stock · 600,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 23, 2024 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-23-013301 · doc4.xml · derivative · entry 1

Rona Jeffrey A · CIK 0001311404 · CBFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 175,000

Underlying: Common Stock · 175,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 23, 2024 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-23-013229 · doc4.xml · derivative · entry 1

Friedman Bart · CIK 0001368324 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: The option will vest in full on February 23, 2024 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-23-013309 · doc4.xml · derivative · entry 1

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 175,000

Underlying: Common Stock · 175,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 23, 2024 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-23-013239 · doc4.xml · derivative · entry 1

Perone Thomas Michael · CIK 0001771761 · General Counsel, Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 175,000

Underlying: Common Stock · 175,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 23, 2024 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-23-013203 · doc4.xml · derivative · entry 1

Bernstein Karen · CIK 0001654055 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2033-02-22

F1 · derivative.exercise_date: The option will vest in full on February 23, 2024 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-049938 · doc4.xml · nonDerivative · entry 1

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · shares: The Reporting Person acquired the shares pursuant to the Issuer's employee stock purchase plan. These transactions were exempt under both Rule 16b-3(d) and Rule 16b-3(c). Following the reported transaction, the Reporting Person will hold no ESPP shares.

F1 · balance_after: The Reporting Person acquired the shares pursuant to the Issuer's employee stock purchase plan. These transactions were exempt under both Rule 16b-3(d) and Rule 16b-3(c). Following the reported transaction, the Reporting Person will hold no ESPP shares.

SEC source: 0001395064-22-000121 · wf-form4_165710328185839.xml · derivative · entry 5

TAKEDA PHARMACEUTICAL CO LTD · CIK 0001395064 · 10% owner

Takeda Pharmaceuticals U.S.A., Inc. · CIK 0001716229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 1,250

Underlying: Common Stock · 1,250,000 shares

Expires not disclosed

F2 · kind: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F2 · shares: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F2 · derivative.exercise_date: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F3 · derivative.expiration_date: The Preferred Stock has no expiration date.

F2 · balance_after: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F1 · ownership.nature: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F2 · ownership.nature: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

SEC source: 0001395064-22-000121 · wf-form4_165710328185839.xml · derivative · entry 4

TAKEDA PHARMACEUTICAL CO LTD · CIK 0001395064 · 10% owner

Takeda Pharmaceuticals U.S.A., Inc. · CIK 0001716229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 0

Underlying: Common Stock · 1,250,000 shares

Expires not disclosed

F2 · kind: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F2 · shares: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F2 · derivative.exercise_date: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F3 · derivative.expiration_date: The Preferred Stock has no expiration date.

F2 · balance_after: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

F1 · ownership.nature: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F2 · ownership.nature: In connection with the Restructuring, Millennium also distributed 1,250 shares of Ovid's Series A convertible preferred stock (the "Preferred Stock") to TPUSA. Each share of Preferred Stock is convertible into 1,000 shares of Common Stock at any time at the election of TPUSA, subject to a conversion cap that prevents TPUSA from converting the Preferred Stock if TPUSA or Takeda would beneficially own more than 14.99% of the total number of shares of Common Stock issued and outstanding following such conversion. TPUSA may elect to increase this conversion cap to up to 19.99% of the total number of shares of Common Stock by providing 61 days' written notice to the issuer.

SEC source: 0001395064-22-000121 · wf-form4_165710328185839.xml · nonDerivative · entry 2

TAKEDA PHARMACEUTICAL CO LTD · CIK 0001395064 · 10% owner

Takeda Pharmaceuticals U.S.A., Inc. · CIK 0001716229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 5,750,000

F1 · kind: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F1 · price: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F1 · acquired: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F1 · ownership.nature: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

SEC source: 0001395064-22-000121 · wf-form4_165710328185839.xml · nonDerivative · entry 1

TAKEDA PHARMACEUTICAL CO LTD · CIK 0001395064 · 10% owner

Takeda Pharmaceuticals U.S.A., Inc. · CIK 0001716229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 0

F1 · kind: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F1 · price: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F1 · acquired: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

F1 · ownership.nature: On July 1, 2022, the reporting persons effected an internal reorganization (the "Restructuring") whereby Millennium Pharmaceuticals, Inc. ("Millennium"), a wholly owned subsidiary of Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"), distributed its shares of Ovid Therapeutics Inc.'s ("Ovid") common stock (the "Common Stock") to TPUSA. TPUSA is a direct subsidiary of Takeda Pharmaceutical Company Limited ("Takeda") (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly owned subsidiary of Takeda. As such, Takeda is an indirect beneficial owner of the securities held by TPUSA, and its ownership remains unchanged from the Restructuring, including the 1,781,996 shares of Common Stock held directly by Takeda. No additional consideration was paid as part of the distribution of the Common Stock from Millennium to TPUSA.

SEC source: 0001209191-22-024163 · doc4.xml · derivative · entry 1

Duncan Barbara Gayle · CIK 0001353128 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,347

Underlying: Common Stock · 21,347 shares

Expires 2032-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-024189 · doc4.xml · derivative · entry 1

LEVIN JEREMY M · CIK 0001256153 · Director · CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 423,244

Underlying: Common Stock · 423,244 shares

Expires 2032-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-024187 · doc4.xml · derivative · entry 2

Rona Jeffrey A · CIK 0001311404 · CBFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 shares

Expires 2032-04-07

F2 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable on April 8, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous services through such vesting date.

SEC source: 0001209191-22-024187 · doc4.xml · derivative · entry 1

Rona Jeffrey A · CIK 0001311404 · CBFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 194,399

Underlying: Common Stock · 194,399 shares

Expires 2032-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable on October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-024198 · doc4.xml · derivative · entry 1

Friedman Bart · CIK 0001368324 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 69,424

Underlying: Common Stock · 69,424 shares

Expires 2032-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-024191 · doc4.xml · derivative · entry 2

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 shares

Expires 2023-04-07

F2 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable on April 8, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous services through such vesting date.

SEC source: 0001209191-22-024191 · doc4.xml · derivative · entry 1

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 87,498

Underlying: Common Stock · 87,498 shares

Expires 2023-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-024185 · doc4.xml · derivative · entry 2

Perone Thomas Michael · CIK 0001771761 · General Counsel, Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 shares

Expires 2032-04-07

F2 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable on April 8, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous services through such vesting date.

SEC source: 0001209191-22-024185 · doc4.xml · derivative · entry 1

Perone Thomas Michael · CIK 0001771761 · General Counsel, Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,399

Underlying: Common Stock · 25,399 shares

Expires 2032-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-024159 · doc4.xml · derivative · entry 1

Bernstein Karen · CIK 0001654055 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 69,424

Underlying: Common Stock · 69,424 shares

Expires 2032-04-07

F1 · derivative.exercise_date: The option shall vest as follows: 25% of the shares subject to the option will vest and become exercisable October 8, 2022 and the remaining shares will vest in 18 equal monthly installments thereafter, subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-007327 · doc4.xml · derivative · entry 1

Fitzgerald Kevin Joseph · CIK 0001886431 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: The option will vest in full on February 3, 2023 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-007329 · doc4.xml · derivative · entry 1

Poole Robert Michael · CIK 0001871782 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2032-02-03

F1 · derivative.exercise_date: The option will vest in full on February 3, 2023 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-007326 · doc4.xml · derivative · entry 1

Duncan Barbara Gayle · CIK 0001353128 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: The option will vest in full on February 3, 2023 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-007305 · doc4.xml · derivative · entry 1

LEVIN JEREMY M · CIK 0001256153 · Director · CEO · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 600,000

Underlying: Common Stock · 600,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 3, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-22-007311 · doc4.xml · derivative · entry 1

Rona Jeffrey A · CIK 0001311404 · CBFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 218,750

Underlying: Common Stock · 218,750 shares

Expires 2032-02-02

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 3, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-22-007328 · doc4.xml · derivative · entry 1

Friedman Bart · CIK 0001368324 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: The option will vest in full on February 3, 2023 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-007325 · doc4.xml · derivative · entry 1

Bernstein Karen · CIK 0001654055 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: The option will vest in full on February 3, 2023 subject to the Reporting Person's continuous service through such vesting date.

SEC source: 0001209191-22-007310 · doc4.xml · derivative · entry 1

Perone Thomas Michael · CIK 0001771761 · General Counsel, Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 175,000

Underlying: Common Stock · 175,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 3, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-22-007314 · doc4.xml · derivative · entry 1

Tardio Jason · CIK 0001794698 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 175,000

Underlying: Common Stock · 175,000 shares

Expires 2032-02-02

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on February 3, 2023 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-21-059940 · doc4.xml · derivative · entry 1

Fitzgerald Kevin Joseph · CIK 0001886431 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2031-10-05

F1 · derivative.exercise_date: The option shall vest as follows: 1/36th of the shares subject to the option shall vest every month after October 6, 2021 such that the option will have vested in full on October 6, 2024, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2017 Equity Incentive Plan) on each vesting date.

SEC source: 0001209191-21-046995 · doc4.xml · derivative · entry 3

Rakhit Amit · CIK 0001704636 · President and CMO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 90,983

Underlying: Common Stock · 34,017 shares

Expires 2029-02-23

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_date: 25% of the Stock Options vested and become exercisable on February 24, 2020 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-21-046995 · doc4.xml · nonDerivative · entry 2

Rakhit Amit · CIK 0001704636 · President and CMO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 726,823

F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.70 to $3.745, inclusive. The reporting person undertakes to provide to Ovid Therapeutics Inc, any security holder of Ovid Therapeutics Inc, or staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Footnote 1 to this Form 4

SEC source: 0001209191-21-046995 · doc4.xml · nonDerivative · entry 1

Rakhit Amit · CIK 0001704636 · President and CMO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 760,840

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-21-046497 · doc4.xml · derivative · entry 1

Poole Robert Michael · CIK 0001871782 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2031-07-08

F1 · derivative.exercise_date: The option shall vest as follows: 1/36th of the shares subject to the option shall vest every month after July 9, 2021, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2017 Equity Incentive Plan) on each vesting date.

SEC source: 0001209191-21-044391 · doc4.xml · derivative · entry 1

Tardio Jason · CIK 0001794698 · Chief Commercial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Common Stock · 50,000 shares

Expires 2031-06-30

F1 · derivative.exercise_date: 25% of the shares subject to the Stock Option will vest and become exercisable on July 1, 2022 and the remaining shares will vest in 36 equal monthly installments thereafter subject to the Reporting Person's continued services through such date.

SEC source: 0001209191-21-040081 · doc4.xml · derivative · entry 1

Duncan Barbara Gayle · CIK 0001353128 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2031-06-10

F1 · derivative.exercise_date: The option will vest in full on June 11, 2022 subject to the Reporting Person's continuous service through such vesting date.