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AXSOME THERAPEUTICS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and AXSOME THERAPEUTICS INC.’s Form 8-K, filed June 9, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.

4Ballot items
346Asset managers
1,525Fund votes
June 6, 2025Meeting date

Results at a glance

Meeting of June 6, 2025: 4 items on AXSOME THERAPEUTICS INC.’s Form 8-K, filed June 9, 2025: 1 elected · 3 approved.

Material dissent

Elect Director: Roger A. Jeffs, Ph.D. 77% of votes cast Elected Director under 80%
2. Approval of the Company's 2025 Long-Term Incentive Plan 75% of votes cast Approved Under 80%

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore AXSOME THERAPEUTICS INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by AXSOME THERAPEUTICS INC.

These tallies are AXSOME THERAPEUTICS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 9, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

AXSOME THERAPEUTICS INC. — official shareholder meeting results, meeting held June 6, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Roger A. Jeffs, Ph.D.	27,307,185	--	--	8,050,959	6,010,496	77%	Elected	—
2. Approval of the Company's 2025 Long-Term Incentive Plan	26,403,625	8,893,068	61,451	--	6,010,496	75%	Approved	—
3. Ratification of Appointment of Deloitte & Touche LLP	40,849,740	225,677	293,223	--	0	99.4%	Approved	—
4. Approval, by Non-Binding Advisory Vote, of the Compensation of the Company's Named Executive Officers	34,776,343	528,199	53,602	--	6,010,496	99%	Approved	—

Source: AXSOME THERAPEUTICS INC., Form 8-K, filed with the SEC on June 9, 2025 — read the filing on EDGAR.

How asset managers voted at the AXSOME THERAPEUTICS INC. 2024-2025 meeting

Each item below shows how the 346 asset managers that disclosed a AXSOME THERAPEUTICS INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Roger A. Jeffs, Ph.D.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

77% Majority: yes · of votes cast

FOR 77%WITHHELD

FOR: 27,307,185WITHHELD: 8,050,959

Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of Director: Roger Jeffs, Ph.D.

AXSOME THERAPEUTICS INC.’s own tally for this item (“Elect Director: Roger A. Jeffs, Ph.D.”): 27,307,185 for, 8,050,959 withheld, per its Form 8-K filed June 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The Company's stockholders elected the following director to serve as a Class I director until the 2028 annual meeting of stockholders and until their successor is duly elected and qualified.”
Support: 77% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 8,265,347 for, 3,496,726 withheld, 0 abstained.

FORWITHHOLD

FOR: 8,265,347ABSTAIN: 0WITHHOLD: 3,496,726

Largest asset managers voting on “Election of Director: Roger Jeffs, Ph.D.” at AXSOME THERAPEUTICS INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,805,597	311	For
Fidelity	1,568,223	0	For
BlackRock	992,353	0	For
MUTUAL FUND SERIES TRUST	742,065	0	For
Delaware/Macquarie	0	705,954	Withhold
Invesco	0	689,907	Withhold
TIAA	0	381,193	Withhold
Charles Schwab	340,860	0	For
Putnam	200,650	0	For
T. Rowe Price	0	199,412	Withhold
Loomis Sayles	0	162,529	Withhold
Waddell & Reed	0	139,244	Withhold
Principal	129	137,700	Withhold
Equitable	91,653	45,190	Mixed
Hartford	95,992	0	For
Jackson National	60,290	28,911	Mixed
Aberdeen	0	81,916	Withhold
Lincoln Financial	27,100	44,031	Mixed
DWS	0	65,679	Withhold
First Trust	0	64,278	Withhold
QUANTITATIVE MASTER SERIES LLC	62,747	0	For
VanEck ETF Trust	0	61,282	Withhold
Voya	0	56,802	Withhold
CARILLON SERIES TRUST	0	55,770	Withhold
Nuveen	0	48,397	Withhold

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

2. 2. Approval of the Company's 2025 Long-Term Incentive Plan

Official resultCOMPENSATIONReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

75% Approved · of votes cast

FOR 75%AGAINST

FOR: 26,403,625AGAINST: 8,893,068

Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: To approve the Company's 2025 Long-Term Incentive Plan.

AXSOME THERAPEUTICS INC.’s own tally for this item (“2. Approval of the Company's 2025 Long-Term Incentive Plan”): 26,403,625 for, 8,893,068 against — passed, per its Form 8-K filed June 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders voted to approve the 2025 Long-Term Incentive Plan.”
Support: 75% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 8,318,114 for, 3,394,090 against, 25,750 abstained.

FORAGAINST

FOR: 8,318,114AGAINST: 3,394,090ABSTAIN: 25,750

Largest asset managers voting on “To approve the Company's 2025 Long-Term Incentive Plan.” at AXSOME THERAPEUTICS INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	3,805,908	0	For
Fidelity	1,568,223	0	For
BlackRock	992,353	0	For
MUTUAL FUND SERIES TRUST	742,065	0	For
Delaware/Macquarie	0	705,954	Against
Invesco	0	689,907	Against
TIAA	0	381,193	Against
Charles Schwab	340,860	0	For
Putnam	0	200,650	Against
T. Rowe Price	187,774	11,638	Mixed
Loomis Sayles	162,529	0	For
Waddell & Reed	0	139,244	Against
Principal	129	137,700	Against
Equitable	91,653	45,190	Mixed
Hartford	95,992	0	For
Jackson National	0	89,201	Against
Aberdeen	0	81,916	Against
Lincoln Financial	0	71,131	Against
DWS	0	65,679	Against
First Trust	0	64,278	Against
QUANTITATIVE MASTER SERIES LLC	62,747	0	For
VanEck ETF Trust	61,282	0	For
Voya	0	56,802	Against
CARILLON SERIES TRUST	0	55,770	Against
Nuveen	0	48,397	Against

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

3. 4. Approval, by Non-Binding Advisory Vote, of the Compensation of the Company's Named Executive Officers

Official result Fund totals may overlapCOMPENSATIONReported outcome: Approved

Combines 11 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%

FOR: 34,776,343AGAINST: 528,199

Details: description as filed, official tally, votes by 342 asset managers

Description as filed by funds: To approve, by non-binding advisory vote, the compensation of our named executive officers.

AXSOME THERAPEUTICS INC.’s own tally for this item (“4. Approval, by Non-Binding Advisory Vote, of the Compensation of the Company's Named Executive Officers”): 34,776,343 for, 528,199 against — passed, per its Form 8-K filed June 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders voted to approve, by non-binding advisory vote, the compensation of the Company's named executive officers.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of AXSOME THERAPEUTICS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Section 14a Executive Compensation” (2 managers, 19 for).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 92 asset managers voting on “To approve, by non-binding advisory vote, the compensation of our named executive officers.” at AXSOME THERAPEUTICS INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	3,805,597	311	For
Fidelity	1,568,223	0	For
BlackRock	992,353	0	For
MUTUAL FUND SERIES TRUST	742,065	0	For
Delaware/Macquarie	705,954	0	For
Invesco	689,907	0	For
TIAA	381,193	0	For
Charles Schwab	340,860	0	For
Putnam	200,650	0	For
T. Rowe Price	199,412	0	For
Loomis Sayles	162,529	0	For
Waddell & Reed	139,244	0	For
Principal	137,829	0	For
Equitable	136,843	0	For
Hartford	95,992	0	For
Jackson National	89,201	0	For
Aberdeen	81,916	0	For
Lincoln Financial	71,131	0	For
DWS	65,679	0	For
First Trust	64,278	0	For
QUANTITATIVE MASTER SERIES LLC	62,747	0	For
VanEck ETF Trust	61,282	0	For
Voya	56,802	0	For
CARILLON SERIES TRUST	55,770	0	For
Nuveen	48,397	0	For

Fund voting reports, all 92 managers: 11,756,450 for, 1,463 against, 3,867 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 275 asset managers voting on “To approve, by non-binding advisory vote, the compensation of our named executive officers.” at AXSOME THERAPEUTICS INC., 2024-2025
Asset manager	For	Against	Vote
RTW INVESTMENTS, LP	2,826,708	0	For
BVF INC/IL	1,690,221	0	For
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST	1,032,719	0	For
BlackRock	988,520	0	For
Fidelity	948,566	0	For
GEODE CAPITAL MANAGEMENT, LLC	941,646	0	For
Fairmount Funds Management LLC	815,176	0	For
Invesco	785,982	0	For
Wellington	481,123	0	For
State Street	451,462	0	For
Nuveen	434,480	0	For
PFM Health Sciences, LP	423,440	0	For
ORBIMED ADVISORS LLC	399,200	0	For
Charles Schwab	340,922	0	For
Man Group plc	334,690	0	For
T. Rowe Price	323,320	0	For
1832 Asset Management L.P.	320,700	0	For
Deep Track Capital, LP	300,000	0	For
PICTET ASSET MANAGEMENT SA	297,444	0	For
Putnam	285,482	0	For
Woodline Partners LP	275,521	0	For
Loomis Sayles	248,481	0	For
Northern Trust	237,762	0	For
PNC BANK, NATIONAL ASSOCIATION	200,374	29	For
PRINCIPAL GLOBAL INVESTORS	197,565	0	For

Institutional-manager reports, all 275 managers: 18,431,374 for, 257,875 against, 10,899 abstained, 11 not voted. Showing the 25 largest; see all in the interactive database.

4. 3. Ratification of Appointment of Deloitte & Touche LLP

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.4% Approved · of votes cast

FOR 99.4%

FOR: 40,849,740AGAINST: 225,677

Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2025.

AXSOME THERAPEUTICS INC.’s own tally for this item (“3. Ratification of Appointment of Deloitte & Touche LLP”): 40,849,740 for, 225,677 against — passed, per its Form 8-K filed June 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of AXSOME THERAPEUTICS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Ratify Appointment of Independent Auditors” (2 managers, 556 for).

The 92 asset managers below reported 11,738,695 for, 18,973 against, 3,867 abstained.

FOR

FOR: 11,738,695AGAINST: 18,973ABSTAIN: 3,867

Largest asset managers voting on “To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting f” at AXSOME THERAPEUTICS INC., 2024-2025
Asset manager	For	Vote
Vanguard	3,805,908	For
Fidelity	1,568,223	For
BlackRock	992,353	For
MUTUAL FUND SERIES TRUST	742,065	For
Delaware/Macquarie	705,954	For
Invesco	689,907	For
TIAA	381,193	For
Charles Schwab	340,860	For
Putnam	200,650	For
T. Rowe Price	199,412	For
Loomis Sayles	162,529	For
Waddell & Reed	139,244	For
Principal	137,829	For
Equitable	136,843	For
Hartford	95,992	For
Jackson National	89,201	For
Aberdeen	81,916	For
Lincoln Financial	71,131	For
DWS	65,679	For
First Trust	64,278	For
QUANTITATIVE MASTER SERIES LLC	62,747	For
VanEck ETF Trust	61,282	For
Voya	56,802	For
CARILLON SERIES TRUST	55,770	For
Nuveen	48,397	For

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

Largest AXSOME THERAPEUTICS INC. shareholders voting in 2024-2025

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 49,216,759 shares outstanding at the time of that meeting.

Fund voting reports: top AXSOME THERAPEUTICS INC. shareholders by shares voted on “To approve, by non-binding advisory vote, the compensation of our named executive officers.”, 2024-2025
#	Asset manager	% of shares outstanding
1	Vanguard	7.73%
2	Fidelity	3.19%
3	BlackRock	2.02%
4	MUTUAL FUND SERIES TRUST	1.51%
5	Delaware/Macquarie	1.43%
6	Invesco	1.40%
7	TIAA	0.77%
8	Charles Schwab	0.69%
9	Putnam	0.41%
10	T. Rowe Price	0.41%

Institutional-manager reports: top AXSOME THERAPEUTICS INC. shareholders by shares voted on “To approve, by non-binding advisory vote, the compensation of our named executive officers.”, 2024-2025
#	Asset manager	% of shares outstanding
1	RTW INVESTMENTS, LP	5.74%
2	BVF INC/IL	3.43%
3	MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST	2.10%
4	BlackRock	2.01%
5	Fidelity	1.93%
6	GEODE CAPITAL MANAGEMENT, LLC	1.91%
7	Fairmount Funds Management LLC	1.66%
8	Invesco	1.60%
9	Wellington	0.98%
10	State Street	0.92%

Reported AXSOME THERAPEUTICS INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

AXSOME THERAPEUTICS INC. holdings and ownership disclosed for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
Herriot Tabuteau, M.D.	19.01%	DEF14A
Antecip Capital LLC	14.92%	DEF14A
Vanguard Group	7.88%	13F
BlackRock	7.16%	13F
RTW Investments, LP	3.08%	13G
FMR (Fidelity)	2.53%	13F
Geode Capital	1.90%	13F
State Street	1.84%	13F
Invesco	1.74%	13F
Wellington Management	1.43%	13F

Percentages above are of 49,216,759 shares outstanding, as reported by AXSOME THERAPEUTICS INC. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from AXSOME THERAPEUTICS INC.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At AXSOME THERAPEUTICS INC.'s shareholder meeting held June 6, 2025, in the 2024-2025 proxy season, 346 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 1,525 separate fund positions. On the most widely held item on that ballot — To approve, by non-binding advisory vote, the compensation of our named executive officers. — AXSOME THERAPEUTICS INC.'s filing reports the proposal as approved, with 99% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: AXSOME THERAPEUTICS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 9, 2025.

AXSOME THERAPEUTICS INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.