Ovid Therapeutics Inc. 2025-2026 Proxy Voting Records

Description as filed by funds: Election of Class II Directors: Bart Friedman

Ovid Therapeutics Inc.’s own tally for this item (“Elect Director: Bart Friedman”): 39,928,124 for, 7,638,693 withheld, per its Form 8-K filed July 10, 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: “Proposal 1 : The Company's stockholders elected all of the nominees for director to serve a three-year term until the Company's 2028 annual meeting of stockholders, or until their respective successors are duly elected and qualified, by the votes set forth in the table below:”
Support: 84% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 27 asset managers below reported 6,960,456 for, 275,831 withheld.

Showing the 25 largest of 27 asset managers. See all 27 in the interactive database.

Description as filed by funds: Election of Class II Directors: Kevin Fitzgerald

Ovid Therapeutics Inc.’s own tally for this item (“Elect Director: Kevin Fitzgerald”): 35,967,512 for, 11,599,305 withheld, per its Form 8-K filed July 10, 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: “Proposal 1 : The Company's stockholders elected all of the nominees for director to serve a three-year term until the Company's 2028 annual meeting of stockholders, or until their respective successors are duly elected and qualified, by the votes set forth in the table below:”
Support: 76% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 27 asset managers below reported 7,009,950 for, 226,337 withheld.

Showing the 25 largest of 27 asset managers. See all 27 in the interactive database.

Description as filed by funds: ELECTION OF CLASS III DIRECTOR: JEREMY M. LEVIN, DPHIL, MB BCHIR

Ovid Therapeutics Inc.’s own tally for this item (“Elect Director: Jeremy M. Levin, DPhil, MB BChir”): 87,219,707 for, 8,528,008 withheld, per its Form 8-K filed June 11, 2026 (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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 91% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 15 asset managers below reported 12,871,852 for, 996,570 withheld, 28 abstained.

Description as filed by funds: TO APPROVE A SERIES OF ALTERNATE AMENDMENTS TO OUR AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EFFECT, AT THE OPTION OF OUR BOARD OF DIRECTORS, A REVERSE STOCK SPLIT OF OUR COMMON STOCK AT A RATIO IN THE RANGE OF 1-FOR-10 TO 1-FOR-40, INCLUSIVE, WITH SUCH RATIO TO BE DETERMINED BY OUR BOARD OF DIRECTORS IN ITS SOLE DISCRETION.

Ovid Therapeutics Inc.’s own tally for this item (“4. A series of alternate amendments to the Company's Amended and Restated Certificate of Incorporation, as amended, to effect, at the option of the Company's board of directors (the " Board "), a reverse stock split of t”): 44,239,086 for, 1,914,880 against — passed, per its Form 8-K filed July 10, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4 : The Company's stockholders approved a series of alternate amendments to the Company's Amended and Restated Certificate of Incorporation, as amended, to effect, at the option of the Company's board of directors (the " Board "), a reverse stock split of the Company's common stock at a ra…”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 27 asset managers below reported 7,236,287 for.

Showing the 25 largest of 27 asset managers. See all 27 in the interactive database.

Description as filed by funds: TO APPROVE AN AMENDMENT TO OUR AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED TO DATE, TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 125,000,000 TO 315,000,000.

Ovid Therapeutics Inc.’s own tally for this item (“1. Approval of the Increase in Authorized Shares of Common Stock”): 34,225,378 for, 1,453,502 against — passed, per its Form 8-K filed December 11, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 1 : Approval of the Increase in Authorized Shares of Common Stock The Company's stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation, as amended to date, to increase the number of authorized shares of the Company's Common Stock from 125,000,…”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 6 asset managers below reported 3,226,309 for.

Description as filed by funds: To approve, in accordance with Nasdaq Listing Rule 5635(c), the issuance and sale of securities to our Chief Executive Officer pursuant to the Securities Purchase Agreement, dated October 2, 2025, by and between the Company and the investors party thereto.

Ovid Therapeutics Inc.’s own tally for this item (“3. Approval of the Issuance of Securities to Executive Officer, in Accordance with Nasdaq Listing Rule 5635(c)”): 34,335,202 for, 1,225,141 against — passed, per its Form 8-K filed December 11, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 : Approval of the Issuance of Securities to Executive Officer, in Accordance with Nasdaq Listing Rule 5635(c) The Company's stockholders approved, for purposes of complying with Nasdaq Listing Rule 5635(c), the issuance and sale of Series B Preferred Stock, Series A Warrants and Series B…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 6 asset managers below reported 3,226,309 for.

Description as filed by funds: TO APPROVE, IN ACCORDANCE WITH NASDAQ LISTING RULE 5635(D), THE ISSUANCE OF SHARES OF OUR COMMON STOCK UPON THE CONVERSION OF OUR SERIES B PREFERRED STOCK AND THE EXERCISE OF OUR SERIES A WARRANTS AND SERIES B WARRANTS.

Ovid Therapeutics Inc.’s own tally for this item (“2. Approval of the Conversion of Series B Preferred Stock and Exercise of the Series A Warrants and Series B Warrants”): 34,251,878 for, 1,327,426 against — passed, per its Form 8-K filed December 11, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2: Approval of the Conversion of Series B Preferred Stock and Exercise of the Series A Warrants and Series B Warrants The Company's stockholders approved, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of Common Stock upon the conversion of the Company's…”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 6 asset managers below reported 3,226,309 for.

Description as filed by funds: ADVISORY APPROVAL OF THE COMPENSATION PAID TO OUR NAMED EXECUTIVE OFFICERS.

Ovid Therapeutics Inc.’s own tally for this item (“2. The compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement”): 35,433,853 for, 904,185 against — passed, per its Form 8-K filed July 10, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 : The Company's stockholders approved, on an advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement, by the votes set forth in the table below:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

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, all 27 managers: 7,140,129 for, 4,924 against, 91,234 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 62 managers: 23,394,429 for, 503,329 against, 8,837,479 abstained. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: ADVISORY APPROVAL OF THE COMPENSATION PAID TO OUR NAMED EXECUTIVE OFFICERS.

Ovid Therapeutics Inc.’s own tally for this item (“2. The compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement”): 84,511,953 for, 8,901,691 against — passed, per its Form 8-K filed June 11, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2: The Company's stockholders approved, on an advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement, by the votes set forth in the table below:”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

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, all 15 managers: 12,886,373 for, 982,071 against, 6 abstained.

Institutional-manager reports, all 60 managers: 36,264,178 for, 8,744,851 against, 27,294 abstained. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: RATIFICATION OF THE SELECTION OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2025.

Ovid Therapeutics Inc.’s own tally for this item (“3. The selection of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2025”): 50,820,500 for, 160,264 against — passed, per its Form 8-K filed July 10, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 : The Company's stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2025 by the votes set forth in the table below:”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 27 asset managers below reported 7,145,053 for, 91,234 against.

Showing the 25 largest of 27 asset managers. See all 27 in the interactive database.

Description as filed by funds: RATIFICATION OF THE SELECTION OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2026.

Ovid Therapeutics Inc.’s own tally for this item (“3. The selection of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026”): 130,845,667 for, 32,505 against — passed, per its Form 8-K filed June 11, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 : The Company's stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026 by the votes set forth in the table below:”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 15 asset managers below reported 13,868,450 for.