Axsome Therapeutics, Inc 10-Q/A, filed Nov 6, 2020
Axsome Therapeutics, Inc. (AXSM)
About this 10-Q/A
Axsome Therapeutics, Inc filed this 10-Q/A on November 6, 2020, covering the quarter ended September 30, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
For the quarterly period ended
OR
For the transition period from ________ to ________
Commission File Number
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (
Former Address: 200 Broadway, 3rd Floor, New York, NY 10038
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:
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Large accelerated filer ☐ | |
Non-accelerated filer ☐ | Smaller reporting company |
| Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
Securities registered pursuant to Section 12(b) of the Act:
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There were
EXPLANATORY NOTE
Axsome Therapeutics, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (the “Amendment”) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, which was originally filed with the Securities and Exchange Commission (the “SEC”) on November 5, 2020 (the “Original Report”), solely to file a copy of Exhibit 10.2, which was included in the exhibit index to the Original Report but not previously filed with the Original Report due to a third party administrative error.
In addition, as required by Rule 12b-15 under the Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment, under Item 6 hereof, pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act. Since no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. The Company is also not including the certifications required under Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) (Section 906 of the Sarbanes-Oxley Act of 2002), as no financial statements are being filed with this Amendment.
Except as described above, no other changes have been made to the Original Report and this Amendment does not modify or update disclosures in the Original Report and does not reflect subsequent events occurring after the date of the Original Report. Accordingly, this Amendment should be read in conjunction with the Original Report, which continues to speak as of the date of the Original Report, and the Company’s other filings with the SEC. The filing of this Amendment is not an admission that the Original Report, when filed, included any untrue statement of a material fact or omitted to state a material fact necessary to make a statement not misleading.
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Item 6. Exhibits.
The exhibits filed as part of this Amendment are set forth on the Exhibit Index, which is incorporated herein by reference.
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INDEX OF EXHIBITS
Exhibit |
| Description |
| | |
10.1 | | |
| | |
10.2**+ | | Agreement, dated as of September 3, 2020, by and between Axsome Therapeutics, Inc. and David Marek. |
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10.3 | | |
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10.4 | | |
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10.5 | | |
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31.1** | | |
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31.2** | | |
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32.1 | | |
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32.2 | | |
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101.INS** | | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) |
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101.SCH** | | Inline XBRL Taxonomy Extension Schema Document |
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101.CAL** | | Inline XBRL Taxonomy Extension Calculation Database Document |
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101.DEF** | | Inline XBRL Taxonomy Extension Definition Linkbase Document |
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101.LAB** | | Inline XBRL Taxonomy Extension Label Linkbase Document |
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101.PRE** | | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
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104 | | Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101.) |
**Filed herewith.
+Certain portions of the Exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
AXSOME THERAPEUTICS, INC. | ||
| | |
Date: November 6, 2020 | By | /s/ Herriot Tabuteau, M.D. |
| | Herriot Tabuteau, M.D. |
| | President and Chief Executive Officer |
| | (Principal Executive Officer) |
| | |
| | |
Date: November 6, 2020 | By | /s/ Nick Pizzie |
| | Nick Pizzie |
| | Chief Financial Officer |
| | (Principal Financial and Accounting Officer) |
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