OVID / Ovid Therapeutics Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2026 Ovid Therapeutics In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2026 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2026 Ovid Therapeutics In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2026 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Ovid Therapeutics Reports Business Updates and First Quarter 2026 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and First Quarter 2026 Financial Results •Dosed first participant with OV4071, the first-ever oral potassium-chloride cotransporter 2 (KCC2) direct activator, in May 2026 in a Phase 1 study with healthy volunteers •OV329 showed favorable safety, tolerability, pharmacokinetics (PK), and drug exposure at higher doses, supporting the planned adv

324822893 v3 1 OVID THERAPEUTICS INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Each member of the Board of Directors (the “Board”) of Ovid Therapeutics Inc. (the “Company”) who is not also serving as an employee of the Company or any of its subsidia

non-employeedirectorcomp 324822893 v3 1 OVID THERAPEUTICS INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Each member of the Board of Directors (the “Board”) of Ovid Therapeutics Inc. (the “Company”) who is not also serving as an employee of the Company or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this amended Non-Employee Director

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2025 ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

29,856,031 Shares of Common Stock

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-295218 PROSPECTUS 29,856,031 Shares of Common Stock This prospectus relates to the offer and resale from time to time by the selling stockholders identified herein, together with any additional selling stockholders listed in a prospectus supplement (together with any of such stockholders’ donees, pledgees, assignees, tra

LETTER

April 23, 2026 Margaret Alexander Chief Executive Officer Ovid Therapeutics Inc. 441 Ninth Avenue, 14th Floor New York, NY 10001 Re: Ovid Therapeutics Inc. Registration Statement on Form S-3 Filed April 21, 2026 File No. 333-295218 Dear Margaret Alexander: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding re

OVID THERAPEUTICS INC. 441 Ninth Avenue, 14th Floor New York, New York 10001

CORRESP OVID THERAPEUTICS INC. 441 Ninth Avenue, 14th Floor New York, New York 10001 April 23, 2026 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Lauren Hamill Re: Ovid Therapeutics Inc. Registration Statement on Form S-3 (File No. 333- 295218) Request for Acceleration of Effective Date Ms. Hamill: In accordanc

Security Type

Calculation of Filing Fee Tables S-3 Ovid Therapeutics Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Init

As filed with the Securities and Exchange Commission on April 21, 2026

S-3 Table of Contents As filed with the Securities and Exchange Commission on April 21, 2026 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2026 Ovid Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2026 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED

formofpfw2025pipe THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES.

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED

formofpfw2025pipe THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES.

As filed with the Securities and Exchange Commission on March 18, 2026

As filed with the Securities and Exchange Commission on March 18, 2026 Registration No.

Execution Version 1 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Jeremy Levin (“Executive”) is currently employed by OVID THERAPEUTICS INC. (the “Company”) as its Chief Executive Officer pursuant to the terms of an Executive Employment Agreeme

employmentagreement-jere Execution Version 1 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Jeremy Levin (“Executive”) is currently employed by OVID THERAPEUTICS INC.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 17, 2026, is entered into by and among Ovid Therapeutics Inc., a Delaware corporation (the “Company”), and the several investors signa

exhibit102-formofregistr Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 17, 2026, is entered into by and among Ovid Therapeutics Inc., a Delaware corporation (the “Company”), and the several investors signatory hereto (individually as an “Investor” and collectively together with their respective permitted assigns, the “Investors”

CALCULATION OF REGISTRATION FEE Form S-8 Ovid Therapeutics Inc.

Exhibit 107 CALCULATION OF REGISTRATION FEE Form S-8 Ovid Therapeutics Inc. Table 1: Newly Registered and Carry Forward Securities ¨ Not Applicable Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities 1 Equity Common Stock, par value $0.001

Ovid Therapeutics Announces New OV329 Data and Indication Expansion, Phase 1 Clearance for OV4071, and Reports Fourth Quarter and Full Year 2025 Financial Results

Exhibit 99.1 Ovid Therapeutics Announces New OV329 Data and Indication Expansion, Phase 1 Clearance for OV4071, and Reports Fourth Quarter and Full Year 2025 Financial Results •The 7 mg dose of OV329 demonstrated favorable safety and tolerability profile, reinforcing best-in-category potential for refractory epilepsies; Ovid advancing plans to initiate a Phase 2 trial in focal onset seizures and a

1 Exhibit 4.2 DESCRIPTION OF THE SECURITIES OF OVID THERAPEUTICS INC. The following description of our capital stock and provisions of our amended and restated certificate of incorporation, as amended, and amended and restated bylaws are summaries. Y

ovid-fy202510xkxdescript 1 Exhibit 4.2 DESCRIPTION OF THE SECURITIES OF OVID THERAPEUTICS INC. The following description of our capital stock and provisions of our amended and restated certificate of incorporation, as amended, and amended and restated bylaws are summaries. You should also refer to the amended and restated certificate of incorporation, as amended, and the amended and restated bylaw

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of March 17, 2026, by and among Ovid Therapeutics Inc., a Delaware corporation (the “Company”), and each of the entities listed on Exhibit A

a101 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of March 17, 2026, by and among Ovid Therapeutics Inc., a Delaware corporation (the “Company”), and each of the entities listed on Exhibit A attached to this Agreement (each, an “Investor” and together, the “Investors”). WHEREAS, the Company and the Investors are executing and deliveri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38085 Ovid Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2026 OVID THERAPEUTICS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2026 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Execution Version AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Margaret Alexander (“Executive”) is currently employed by OVID THERAPEUTICS INC. (the “Company”) as its President and Chief Operating Officer pursuant to the terms of an Executive

employmentagreement-marg Execution Version AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Margaret Alexander (“Executive”) is currently employed by OVID THERAPEUTICS INC.

125,064,325 Shares of Common Stock

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-292151 PROSPECTUS 125,064,325 Shares of Common Stock This prospectus relates to the offer and resale from time to time by the selling stockholders identified herein (the “selling stockholders”) of up to an aggregate of 125,064,325 shares of our common stock, par value $0.001 per share, issued by us pursuant to a private

Ovid Therapeutics Inc. 441 Ninth Avenue, 14th Floor New York, New York 10001

CORRESP Ovid Therapeutics Inc. 441 Ninth Avenue, 14th Floor New York, New York 10001 December 19, 2025 VIA EDGAR Division of Corporation Finance Office of Technology United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Ovid Therapeutics Inc. Registration Statement on Form S-3 File No. 333-292151 Ladies and Gentlemen: Pursuant to Rule 461 under the Securiti

Ovid Therapeutics Reports Phase 1 Results for the First-Ever Direct Activator of Potassium-Chloride Cotransporter 2 (KCC2), OV350 Intravenous (IV)

EX-99.1 Exhibit 99.1 Ovid Therapeutics Reports Phase 1 Results for the First-Ever Direct Activator of Potassium-Chloride Cotransporter 2 (KCC2), OV350 Intravenous (IV) • OV350 showed a good safety profile, supporting the advancement of the Company’s KCC2 portfolio, including the first oral direct activator, OV4071 • There were no treatment-related laboratory findings, no safety findings, and no tr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2025 OVID THERAPEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

As filed with the Securities and Exchange Commission on December 15, 2025

S-3 As filed with the Securities and Exchange Commission on December 15, 2025 Registration No.

CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF OVID THERAPEUTICS INC.

EX-4.3 Exhibit 4.3 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF OVID THERAPEUTICS INC. Ovid Therapeutics Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY CERTIFY: 1: The original name of this corporation was

Security Type

Calculation of Filing Fee Tables S-3 Ovid Therapeutics Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Init

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2025 OVID THERAPEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 11, 2025 OVID THERAPEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 11, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

Ovid Therapeutics Announces Planned Leadership Succession and Reports Business Updates and Third Quarter 2025 Financial Results

Exhibit 99.1 Ovid Therapeutics Announces Planned Leadership Succession and Reports Business Updates and Third Quarter 2025 Financial Results •Meg Alexander appointed Chief Executive Officer effective January 1, 2026; Dr. Jeremy M. Levin to transition to Executive Chair of the Board of Directors •Next-generation GABA-aminotransferase (GABA-AT) inhibitor, OV329, demonstrated strong inhibitory activi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule

FORM OF SERIES B WARRANT TO PURCHASE COMMON STOCK

EX-4.2 Exhibit 4.2 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED UNLESS (I) SUCH SECURITIES HA

SECURITIES PURCHASE AGREEMENT

EX-10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of October 2, 2025, by and among Ovid Therapeutics Inc., a Delaware corporation (the “Company”), and each of the entities listed on Exhibit A attached to this Agreement (each, an “Investor” and together, the “Investors”). WHEREAS, the Company and the Investors are executing and deli

REGISTRATION RIGHTS AGREEMENT

EX-10.2 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2025, is entered into by and among Ovid Therapeutics Inc., a Delaware corporation (the “Company”), and the several investors signatory hereto (individually as an “Investor” and collectively together with their respective permitted assigns, the “Investors”). Capitalized t

FORM OF SERIES A WARRANT TO PURCHASE COMMON STOCK

EX-4.1 Exhibit 4.1 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED UNLESS (I) SUCH SECURITIES HA

Ovid announces positive topline results for the next-generation GABA- aminotransferase inhibitor, OV329, that demonstrate strong inhibitory activity and a potential best-in-category safety profile

EX-99.1 Exhibit 99.1 Ovid announces positive topline results for the next-generation GABA- aminotransferase inhibitor, OV329, that demonstrate strong inhibitory activity and a potential best-in-category safety profile • An expansive biomarker study confirmed OV329 delivered statistically significant inhibition of GABA-AT as measured across multiple metrics • OV329 matched or exceeded inhibition de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2025 OVID THERAPEUTICS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

OVID THERAPEUTICS INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES B CONVERTIBLE PREFERRED STOCK (PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW)

EX-3.1 Exhibit 3.1 OVID THERAPEUTICS INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK (PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW) OVID THERAPEUTICS INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby cert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2025 OVID THERAPEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissi

Ovid Therapeutics Reports Business Updates and Second Quarter 2025 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and Second Quarter 2025 Financial Results •Topline results from the OV329 Phase 1 safety, tolerability and biomarker study remain on track for a readout in Q3 2025 •$7.0 million royalty monetization agreement signed with Immedica Pharma AB for future ganaxolone royalties, delivering capital to the Company from a non-pipeline asset •OV4071, th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 OVID THERAPEUTICS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 OVID THERAPEUTICS I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Ovid Therapeutics Enters Agreement with Immedica Pharma AB for Sale of Future Ganaxolone Royalties

Exhibit 99.1 Ovid Therapeutics Enters Agreement with Immedica Pharma AB for Sale of Future Ganaxolone Royalties Non-dilutive funding extends Ovid’s operational runway; Immedica assumes certain ganaxolone IP costs NEW YORK, U.S. and STOCKHOLM, Sweden, June 25, 2025 – Ovid Therapeutics Inc. (Nasdaq: OVID), a biopharmaceutical company dedicated to developing small molecule medicines for brain conditi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Ovid Therapeutics Reports Business Updates and First Quarter 2025 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and First Quarter 2025 Financial Results •Topline pharmacodynamic biomarker, safety and tolerability results from a Phase 1 study of OV329 are on track to readout in Q3 2025 •Ovid’s first program in its KCC2 direct activator library, OV350, has been dosed in a Phase 1 study in Q1 2025; safety and tolerability results expected before year-end

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Ovid Therapeutics Reports Business Updates and Fourth Quarter and Full Year 2024 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and Fourth Quarter and Full Year 2024 Financial Results •Stelios Papadopolous, Ph.D., a pioneering leader in biotech, appointed to Board of Directors; two industry veterans joined management team as Ovid prepares to take OV329 into patient trials and move its first KCC2 direct activator into the clinic •Topline results from Phase 1 study of O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38085 Ovid Therapeut

s Insider Trading Policy

1. OVID THERAPEUTICS INC. AMENDED AND RESTATED INSIDER TRADING POLICY I. INTRODUCTION During the course of your employment, directorship or consultancy with OVID THERAPEUTICS INC. (the “Company”), you may receive important information that is not yet publicly available (“inside information”) about the Company or about other publicly traded companies with which the Company has business dealings. Be

mended Non-Employee Director Compensati

315448084 v2 1 OVID THERAPEUTICS INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY This amended Non-Employee Director Compensation Policy, effective February 20, 2025 (this “Policy”), supersedes and replaces that certain Non-Employee Director Compensation Policy dated February 22, 2024, as amended from time to time. Each member of the Board of Directors (the “Board”) of Ovid Therapeutics Inc. (the “C

Amended Non-Employee Director Compensation Policy, effective February 22, 2024

315801271 v1 1 OVID THERAPEUTICS INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY This amended Non-Employee Director Compensation Policy, effective February 22, 2024 (this “Policy”), supersedes and replaces that certain Non-Employee Director Compensation Policy dated May 5, 2022, as amended from time to time. Each member of the Board of Directors (the “Board”) of Ovid Therapeutics Inc. (the “Company

Form of Restricted Stock Unit Grant Notice and Award Agreement under the 2017 Equity Incentive Plan

315411651 v2 OVID THERAPEUTICS INC. RESTRICTED STOCK UNIT GRANT NOTICE (2017 EQUITY INCENTIVE PLAN) Ovid Therapeutics Inc. (the “Company”), pursuant to its 2017 Equity Incentive Plan (the “Plan”), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company’s Common Stock (“Restricted Stock Units”) set forth below (the “Award”). The Award is subject to all of

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2025 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

OVID / Ovid Therapeutics Inc. / BIOTECHNOLOGY VALUE FUND L P - AMENDMENT NO. 5 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 sc13ga507422ovid11142024.htm AMENDMENT NO. 5 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 5)1 OVID Therapeutics Inc. (Name of Issuer) Common Stock, par value $0

OVID / Ovid Therapeutics Inc. / EcoR1 Capital, LLC Passive Investment

SC 13G/A 1 ovid13ga3.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropri

, between Ovid Therapeutics Inc. and Thomas Perone.

Confidential Ovid Form—NOT OPEN FOR EXECUTION PRIOR TO LEGAL REVIEW - 1 - CONSULTING SERVICES AGREEMENT This Consulting Services Agreement (the "Agreement") is made by and between Ovid Therapeutics Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Ovid Therapeutics Reports Business Updates and Third Quarter 2024 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and Third Quarter 2024 Financial Results •A Phase 1 SAD/MAD study of OV329 is progressing as planned, and based on encouraging human safety data to date, Ovid will engage regulators about adding cohorts to increase potential dosing opportunities for Phase 2 programs •Regulatory application for a Phase 1 trial of OV350, the first candidate fro

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

Amended and Restated Executive Employment Agreement between the Company and Margaret Alexander, dated September 9, 2024 (incorporated herein by reference to Exhibit 10.1 to the Company’s current report on Form 8-K (File No. 001-38085), filed with the Commission on September 11, 2024).

Exhibit 10.1 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Margaret Alexander (“Executive”) is currently employed by OVID THERAPEUTICS INC. (the “Company”) as its Chief Strategy & Corporate Affairs Officer pursuant to the terms of an Executive Employment Agreement with the Company effective February 23, 2023 (the “Prior Agreement”). Executive and the Company hereby agree to this amended agre

Ovid Therapeutics Reports Business Updates and Second Quarter 2024 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and Second Quarter 2024 Financial Results •Appointed Dr. Amanda Banks, a tenured physician and biotech leader, as Chief Development Officer to lead clinical strategy and execution •Expanded Scientific Advisory Board under the leadership of Dr. Robert Langer, adding top neurologists and neuroscientists to drive pipeline advancements •Reduced w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 OVID THERAPEUTICS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Ovid Therapeutics and Graviton Bioscience Announce Topline Data from a Phase 1 Clinical Trial Studying OV888/GV101 Capsule, a Potential First-In-Class Therapy for Cerebral Cavernous Malformations

Exhibit 99.1 Ovid Therapeutics and Graviton Bioscience Announce Topline Data from a Phase 1 Clinical Trial Studying OV888/GV101 Capsule, a Potential First-In-Class Therapy for Cerebral Cavernous Malformations •The Phase 1 study for OV888/GV101 capsule met its objective demonstrating a favorable safety and tolerability profile with no serious adverse events •Secondary endpoint results indicate that

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2024 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Ovid Therapeutics Reports on Takeda’s Announcement of Phase 3 Topline Study Results for Soticlestat

Exhibit 99.1 Ovid Therapeutics Reports on Takeda’s Announcement of Phase 3 Topline Study Results for Soticlestat • Takeda’s Skyline study in Dravet syndrome narrowly missed its primary endpoint of reduction in convulsive seizure frequency and showed clinically meaningful and significant effects in multiple key secondary efficacy endpoints all with p-values ≤ 0.008 • Takeda’s Skyway study in Lennox

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 06, 2024 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 OVID THERAPEUTICS IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Form of Restricted Stock Unit Grant Notice and Award Agreement under the 2017 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 333- 38085), filed with the Commission on May 14, 2024).

140930084 v6 OVID THERAPEUTICS INC. RESTRICTED STOCK UNIT GRANT NOTICE (2017 EQUITY INCENTIVE PLAN) Ovid Therapeutics Inc. (the “Company”), pursuant to its 2017 Equity Incentive Plan (the “Plan”), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company’s Common Stock (“Restricted Stock Units”) set forth below (the “Award”). The Award is subject to all of

License Agreement by and between Northwestern University and the Company, dated December 15, 2016

1 Exhibit 4.3 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE AND CONFIDENTIAL LICENSE AGREEMENT This License Agreement (“Agreement”) made this 15th day of December, 2016 (the “Effective Date”) by and between Northwestern University, an Illinois corporation hav

As filed with the Securities and Exchange Commission on May 14, 2024

As filed with the Securities and Exchange Commission on May 14, 2024 Registration No.

Ovid Therapeutics Reports Business Updates and First Quarter 2024 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates and First Quarter 2024 Financial Results •Takeda has completed two Phase 3 trials studying soticlestat as a treatment for Lennox-Gastaut syndrome and Dravet syndrome; topline data are anticipated in Takeda's H1 2024 fiscal year •A Phase 1, double-blind, multiple-ascending dose trial evaluating OV888 (GV101) is complete; topline safety data ar

Filing fee table.

Exhibit 107 CALCULATION OF REGISTRATION FEE Form S-8 Ovid Therapeutics Inc. Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed  Maximum  Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of  Registration  Fee Equity  2017 Equity Incentive Plan Common Stock, par value $0.001 per share Rule 457(c) and 457(h) 3,534,599 (2) $3.03(3) $10,709,86

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

ARS

202ϯ ANNUALREPORT ®UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION Washington,D.C.20549 FORM10-K (MarkOne) xANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF 1934 FortheFiscalYearEndedDecember31,2023 OR oTRANSITIONREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACT OF1934 FortheTransitionPeriodfrom to CommissionFileNumber:001-38085 OvidTherapeuticsInc. (ExactnameofRegistranta

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Amended Non-Employee Director Compensation Policy, effective May 5, 2022.

1 OVID THERAPEUTICS INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY This amended Non-Employee Director Compensation Policy, effective May 5, 2022 (this “Policy”), supersedes and replaces that certain Non-Employee Director Compensation Policy dated July 24, 2015, as amended from time to time. Each member of the Board of Directors (the “Board”) of Ovid Therapeutics Inc. (the “Company”) who is not als

ncentive Compensation Reco

OVID THERAPEUTICS INC. INCENTIVE COMPENSATION RECOUPMENT POLICY 1. INTRODUCTION The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Ovid Therapeutics Inc., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”)

Ovid Therapeutics Reports Business Updates, Fourth Quarter and Full Year 2023 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Updates, Fourth Quarter and Full Year 2023 Financial Results •Two pivotal Phase 3 clinical trials studying soticlestat as a treatment for Lennox-Gastaut syndrome (LGS) and Dravet syndrome (DS) completed enrollment; Takeda anticipates topline data readout by or before September 2024 •OV888 (GV101) is progressing on-track in a Phase 1, double-blind, mu

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2024 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

2023, by and between the Company and Ligand P

Exhibit 10.21 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE AND CONFIDENTIAL PURCHASE AND SALE AGREEMENT dated as of October 17, 2023 between OVID THERAPEUTICS INC. and LIGAND PHARMACEUTICALS INCORPORATED i Table of Contents Page ARTICLE I DEFINED TERMS AND R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38085 Ovid Therapeut

Description of the Securities of Ovid Therapeutics Inc.

Exhibit 4.2 DESCRIPTION OF THE SECURITIES OF OVID THERAPEUTICS INC. The following description of our capital stock and provisions of our amended and restated certificate of incorporation, as amended, and amended and restated bylaws are summaries. You should also refer to the amended and restated certificate of incorporation, as amended, and the amended and restated bylaws, which are included as an

OVID / Ovid Therapeutics Inc. / LEVIN JEREMY M - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 5) Under the Securities Exchange Act of 1934 OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule purs

OVID / Ovid Therapeutics Inc. / Madison Avenue Partners, LP Passive Investment

#SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1)* Ovid Therapeutics Inc (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2023 (Date o

OVID / Ovid Therapeutics Inc. / Rubric Capital Management LP - SC 13G/A Passive Investment

SC 13G/A 1 tm245464d14sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ovid Therapeutics Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Check the app

OVID / Ovid Therapeutics Inc. / BlackRock Inc. Passive Investment

us6904691010012924.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Ovid Therapeutics Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 690469101 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 04, 2023 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

Common Stock

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-275307 PROSPECTUS $75,000,000 Common Stock We have entered into a sales agreement with Cowen and Company, LLC, or TD Cowen, dated November 12, 2020, or the sales agreement, relating to shares of our common stock offered by this prospectus. In accordance with the terms of the sales agreement and as of the date of this pro

OVID THERAPEUTICS INC. 441 9th Ave 14th Floor New York, NY 10001

OVID THERAPEUTICS INC. 441 9th Ave 14th Floor New York, NY 10001 November 13, 2023 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Tim Buchmiller Re: Ovid Therapeutics Inc. Registration Statement on Form S-3 (File No. 333-275307) Request for Acceleration of Effective Date Mr. Buchmiller: In accordance with Rule 461 u

LETTER

United States securities and exchange commission logo November 8, 2023 Jeremy M. Levin, DPhil, MB Chir Chief Executive Officer Ovid Therapeutics Inc. 441 Ninth Avenue, 14th Floor New York, New York 10001 Re: Ovid Therapeutics Inc. Registration Statement on Form S-3 Filed November 3, 2023 File No. 333-275307 Dear Jeremy M. Levin: This is to advise you that we have not reviewed and will not review y

As filed with the Securities and Exchange Commission on November 3, 2023

Table of Contents As filed with the Securities and Exchange Commission on November 3, 2023 Registration No.

Form of Common Stock Warrant Agreement and Warrant Certificate.

Exhibit 4.6 OVID THERAPEUTICS INC. AND    , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF OVID THERAPEUTICS INC. FORM OF COMMON STOCK WARRANT AGREEMENT THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between OVID THERAPEUTICS INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing un

Form of Indenture, between the Registrant and one or more trustees to be named.

Exhibit 4.4 OVID THERAPEUTICS INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20  Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certificate 8 Sec

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2023 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Ovid Therapeutics Inc.

Form of Debt Securities Warrant Agreement and Warrant Certificate.

Exhibit 4.8 OVID THERAPEUTICS INC. AND     , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF OVID THERAPEUTICS INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between OVID THERAPEUTICS INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and e

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Ovid Therapeutics Reports Third Quarter 2023 Financial Results and Corporate Updates

Exhibit 99.1 Ovid Therapeutics Reports Third Quarter 2023 Financial Results and Corporate Updates •Received a $30 million payment from Ligand for the sale of a 13% interest in the potential future royalties and milestone payments owed to Ovid for soticlestat •The Company extended its expected cash runway into 2026 •Clinical trials studying soticlestat as a treatment for Lennox-Gastaut syndrome and

Form of Preferred Stock Warrant Agreement and Warrant Certificate.

Exhibit 4.7 OVID THERAPEUTICS INC. AND     , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF OVID THERAPEUTICS INC. FORM OF PREFERRED STOCK WARRANT AGREEMENT THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between OVID THERAPEUTICS INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and e

Ovid Therapeutics and Ligand Pharmaceuticals Enter into a $30 Million Agreement for a 13% Interest in Soticlestat Royalties and Milestones Extending Ovid’s Cash Runway into 2026

Exhibit 99.1 Ovid Therapeutics and Ligand Pharmaceuticals Enter into a $30 Million Agreement for a 13% Interest in Soticlestat Royalties and Milestones Extending Ovid’s Cash Runway into 2026 • Ligand will receive 13% of all soticlestat royalties and milestone payments owed to Ovid • Ovid secures a $30 million non-dilutive capital infusion from Ligand, which Ovid expects to extend its cash runway i

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2023 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

OVID R&D DAY OCTOBER 2, 2023

OVID R&D DAY OCTOBER 2, 2023 Dawn of the neurotherapeutics era Dr. Jeremy Levin CEO & Chairman Forward looking statement This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 including, without limitation, statements regarding the timing and development of Ovid’s product candidate pipeline and achievement of expected near

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 02, 2023 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Ovid Therapeutics Reports Second Quarter 2023 Financial Results and Corporate Updates

EX-99.1 2 ovid2023q2exhibit991.htm EX-99.1 Exhibit 99.1 Ovid Therapeutics Reports Second Quarter 2023 Financial Results and Corporate Updates •Completed single ascending dose (SAD) portion of Phase 1 trial evaluating OV329, a potential next-generation GABA-aminotransferase inhibitor •Executed equity investment and initiated collaboration with Graviton Bioscience to develop highly selective ROCK2 i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

OVID / Ovid Therapeutics Inc / Madison Avenue Partners, LP Passive Investment

#SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* Ovid Therapeutics Inc (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) July 20, 2023 (Date of Eve

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 08, 2023 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Ovid Therapeutics Reports First Quarter 2023 Financial Results and Corporate Updates

Exhibit 99.1 Ovid Therapeutics Reports First Quarter 2023 Financial Results and Corporate Updates •Initiated collaboration with Graviton Bioscience to develop selective ROCK2 inhibitors for rare neurological diseases •Long-term data supporting soticlestat safety, tolerability and seizure-reduction efficacy presented by Takeda at the American Academy of Neurology meeting •OV329 Phase 1 trial contin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 OVID THERAPEUTICS INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission File

Filing fee table.

EX-FILING FEES Exhibit 107 CALCULATION OF REGISTRATION FEE Form S-8 Ovid Therapeutics Inc.

Power of Attorney (included on the signature page to this Registration Statement).

As filed with the Securities and Exchange Commission on May 5, 2023 Registration No.

Ovid Therapeutics Announces Collaboration with Graviton Bioscience, Proven Developers of Selective ROCK2 Inhibitors

Exhibit 99.1 Ovid Therapeutics Announces Collaboration with Graviton Bioscience, Proven Developers of Selective ROCK2 Inhibitors • Collaboration to unlock the therapeutic potential of ROCK2 inhibition for rare neurological diseases • Couples Ovid capabilities in rare CNS development with Graviton’s expertise in RhoA/ROCK2 signaling pathway to accelerate a series of clinical development programs •

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2023 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

Long-term Safety & Efficacy Findings from Soticlestat Open Label Extension Study Presented by Takeda at American Academy of Neurology Annual Meeting

Exhibit 99.1 Long-term Safety & Efficacy Findings from Soticlestat Open Label Extension Study Presented by Takeda at American Academy of Neurology Annual Meeting • Interim 2-year findings show soticlestat appeared generally safe and well tolerated, consistent with prior studies • Sustained reduction in frequency of drop seizures among Lennox-Gastaut patients and convulsive seizures among Dravet pa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 Ovid Therapeutics Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

ARS

2022 ANNUALREPORT ®UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION Washington,D.C.20549 FORM10-K (MarkOne) xANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF 1934 FortheFiscalYearEndedDecember31,2022 OR oTRANSITIONREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACT OF1934 FortheTransitionPeriodfrom to CommissionFileNumber:001-38085 OvidTherapeuticsInc. (ExactnameofRegistrantas

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2023 OVID THERAPEUTICS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2023 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Ovid Therapeutics Reports Business Update, Fourth Quarter and Full Year 2022 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Update, Fourth Quarter and Full Year 2022 Financial Results •OV329 Phase 1 trial is progressing on track •An IV formulation candidate suitable for future clinical trials has been achieved for OV350, one of several compounds from the Company’s KCC2 activator portfolio •Takeda's guidance on soticlestat remains unchanged; anticipates regulatory filings

Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2023 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

OVID / Ovid Therapeutics Inc / BIOTECHNOLOGY VALUE FUND L P - AMENDMENT NO. 4 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 4)1 OVID Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) D

OVID / Ovid Therapeutics Inc / LEVIN JEREMY M - AMENDMENT TO FORM SC 13G Passive Investment

SC 13G/A 1 levin-sc13ga123122.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 4) Under the Securities Exchange Act of 1934 OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2022 (Date of Event Which Requires Filing of This Stat

OVID / Ovid Therapeutics Inc / Stonepine Capital Management, LLC Passive Investment

SC 13G/A 1 ovid13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropria

OVID / Ovid Therapeutics Inc / Rubric Capital Management LP - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ovid Therapeutics Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant t

OVID / Ovid Therapeutics Inc / EcoR1 Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

OVID / Ovid Therapeutics Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Ovid therapeutics Inc. Title of Class of Securities: Common Stock CUSIP Number: 690469101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed

DAWN / Day One Biopharmaceuticals, Inc. / TAKEDA PHARMACEUTICAL CO LTD - SC 13G/A Passive Investment

SC 13G/A 1 takeda-schedule13gamendmen.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 Exit Filing)* DAY ONE BIOPHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 23954D109 (CUSIP Number) June 21, 2022 (Date of Event Which Requires Filing of this Statement) Ch

EX-99.1

EX-99.1 2 exhibit991dayone.htm EX-99.1 Exhibit 99.1 Identification of the subsidiary which acquired the security being reported on by the parent holding company. Takeda Pharmaceutical Company Limited’s beneficial ownership of the reported securities is comprised of zero shares of Common Stock held by Takeda Ventures, Inc., a wholly owned indirect subsidiary of Takeda Pharmaceutical Company Limited

Identification of the subsidiary which acquired the security being reported on by the parent holding company.

EX-99.1 2 exhibit991ovid.htm EX-99.1 Exhibit 99.1 Identification of the subsidiary which acquired the security being reported on by the parent holding company. Takeda Pharmaceutical Company Limited’s beneficial ownership of the reported securities is comprised of 1,781,996 shares of the Issuer’s Common Stock that it holds directly, 5,750,000 shares of the Issuer’s Common Stock held by Takeda Pharm

EX-99.2

EX-99.2 3 exhibit992dayone.htm EX-99.2 Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Day One Biopharmaceuticals, Inc. and further agree to the filing of this agreement

OVID / Ovid Therapeutics Inc / TAKEDA PHARMACEUTICAL CO LTD - SC 13G/A Passive Investment

SC 13G/A 1 takedaschedule13gamendment.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* OVID THERAPEUTICS INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) July 1, 2022 (Date of Event Which Requires Filing of this Statemen

JOINT FILING AGREEMENT

EX-99.2 3 exhibit992ovid.htm EX-99.2 Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Ovid Therapeutics Inc. and further agree to the filing of this agreement as an Exhib

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Ovid Therapeutics Reports Third Quarter 2022 Financial Results and Corporate Highlights

Exhibit 99.1 Ovid Therapeutics Reports Third Quarter 2022 Financial Results and Corporate Highlights ?Ovid intends to initiate a Phase 1 study in healthy volunteers in Q4 2022, following the FDA clearance of an Investigational New Drug (IND) application for OV329, its GABA-aminotransferase inhibitor ?The Company ended Q3 2022 with cash, cash equivalents and marketable securities of $137.9 million,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Ovid Therapeutics Reports Second Quarter 2022 Financial Results and Corporate Highlights

Exhibit 99.1 Ovid Therapeutics Reports Second Quarter 2022 Financial Results and Corporate Highlights ?Anticipates filing an Investigational New Drug application for OV329, a potent GABA-aminotransferase inhibitor, and initiating a Phase 1 trial in the second half of 2022 ?Presented preclinical data from six animal models reinforcing the seizure-reducing potential of OV329 at two leading epilepsy

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2022 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

Ovid Therapeutics Reports First Quarter 2022 Financial Results and Corporate Highlights

Exhibit 99.1 Ovid Therapeutics Reports First Quarter 2022 Financial Results and Corporate Highlights ? Ovid anticipates filing an investigational new drug application (IND) for OV329, a potent GABA aminotransferase inhibitor, and initiating Phase 1 trials in the fourth quarter of 2022 ? Data supporting OV329 in rare and treatment-resistant epilepsies expected to be presented at the upcoming EILAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

Was UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

EX-10.1

(incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No.

Exhibit 10.1 Ovid Therapeutics Inc. Non-Employee Director Compensation Policy This amended Non-Employee Director Compensation Policy, effective May 5, 2022 (this ?Policy?), supersedes and replaces that certain Non-Employee Director Compensation Policy dated July 24, 2015, as amended from time to time. Each member of the Board of Directors (the ?Board?) of Ovid Therapeutics Inc. (the ?Company?) who

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 ovidproxynoticeacces.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 ovidproxy2022.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe

As filed with the Securities and Exchange Commission on March 16, 2022

S-8 POS 1 d300314ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on March 16, 2022 Registration No. 333-263562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Ovid Therapeutics Inc. (Exact name of registrant as specified in its charter) Delaware 46-5270

Filing fee table.

Exhibit 107 CALCULATION OF REGISTRATION FEE Form S-8 Ovid Therapeutics Inc. Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity 2017 Equity Incentive Plan Common Stock, par value $0.001 per share Other 1,000,000(2) $3.34(3) $3,335,000(3) $0.0000927 $310 Tot

Ovid Therapeutics Reports Business Update, Fourth Quarter and Full Year 2021 Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Business Update, Fourth Quarter and Full Year 2021 Financial Results ? Ovid executing on its strategy to build a leading epilepsy pipeline ? OV329 expected to enter the clinic in 2022 ? Organization reshaped to reduce personnel by 20% and increase operational efficiency ? Targeted business development continues to support the pipeline NEW YORK, March 15, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38085 Ovid Therapeut

As filed with the Securities and Exchange Commission on March 15, 2022

As filed with the Securities and Exchange Commission on March 15, 2022 Registration No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

Was UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2022 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissi

OVID / Ovid Therapeutics Inc / During Matthew - AMENDMENT TO FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursua

OVID / Ovid Therapeutics Inc / EcoR1 Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

OVID / Ovid Therapeutics Inc / Stonepine Capital Management, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

OVID / Ovid Therapeutics Inc / LEVIN JEREMY M - AMENDMENT TO FORM SC 13G Passive Investment

SC 13G/A 1 levin-sc13ga123121.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 3) Under the Securities Exchange Act of 1934 OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2021 (Date of Event Which Requires Filing of This Statem

OVID / Ovid Therapeutics Inc / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Ovid therapeutics Inc. Title of Class of Securities: Common Stock CUSIP Number: 690469101 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ 

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

License Agreement, dated as of December 30, 2021, by and between the Ovid Therapeutics Inc. and AstraZeneca AB (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-38085), filed with the Commission on January 3, 2022).

Certain portions of this exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K.

Ovid Therapeutics Expands Epilepsy Franchise with Novel KCC2 Activators

EX-99.1 3 ovid-ex9917.htm EX-99.1 Exhibit 99.1 Ovid Therapeutics Expands Epilepsy Franchise with Novel KCC2 Activators • Exclusive license from AstraZeneca adds a unique candidate and a broad library of compounds to Ovid’s franchise of potential first-in-class anti-epileptic therapies • Collaboration with Dr. Stephen Moss, founder of Tufts Laboratory for Basic and Translational Neuroscience Resear

(incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-38085), filed with the Commission on November 10, 2021).

Exhibit 10.1 Ovid Therapeutics Inc. Non-Employee Director Compensation Policy This amended Non-Employee Director Compensation Policy effective May 6, 2021 (this ?Policy?) supersedes and replaces that certain Non-Employee Director Compensation Policy dated July 24, 2015, and as amended on July 11, 2016, February 2, 2017, and November 13, 2019. Each member of the Board of Directors (the ?Board?) of

Ovid Therapeutics Reports Third Quarter 2021 Business Update, Corporate Highlights and Financial Results

Exhibit 99.1 Ovid Therapeutics Reports Third Quarter 2021 Business Update, Corporate Highlights and Financial Results ? Ovid is implementing its business development program which intends to secure a series of opportunities that complement and enhance its pipeline of precision and small-molecule CNS medicines ? A development program for soticlestat, which Ovid licensed to Takeda, has begun enrolli

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Disclaimers and Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “believe,” “expect,” “plan,” “anticipate” and si

Ovid Therapeutics Corporate Overview August 2021 AUGUST 2021 ?2021 OVID THERAPEUTICS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2021 OVID THERAPEUTICS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Amended and Restated Executive Employment Agreement between the Company and Jeffrey Rona, effective June 2, 2021.

Exhibit 10.1 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Jeff Rona (?Executive?) is currently employed by OVID THERAPEUTICS INC. (the ?Company?) as its Chief Business Officer pursuant to the terms of an Executive Employment Agreement with the Company effective September 30, 2020 (the ?Prior Agreement?). Executive and the Company hereby agree to this amended agreement. The terms and conditi

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Ovid Therapeutics Reports Second Quarter 2021 Financial Results and Corporate Highlights

Exhibit 99.1 Ovid Therapeutics Reports Second Quarter 2021 Financial Results and Corporate Highlights ? Company ends Q2 ?21 with cash and cash equivalents of $212.2 million ? Recent appointments to Company leadership strongly position Ovid to advance current and future neuroscience programs ? Ovid is actively pursuing business development opportunities to complement its neuroscience pipeline NEW Y

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K/A 1 ovid-8ka20210811.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 5, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State

OVID / Ovid Therapeutics Inc / BlackRock Inc. Passive Investment

us6904691010071021.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Ovid Therapeutics Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 690469101 - (CUSIP Number) June 30, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Was UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 5, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission

Disclaimers and Forward-Looking Statements ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will

Ovid Therapeutics Corporate Overview June 2021 ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED 1 January 2021 June 2021 Exhibit 99.1 Disclaimers and Forward-Looking Statements ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as ?may,? ?will,? ?believe,?

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

Disclaimers and Forward-Looking Statements ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will

Ovid Therapeutics Corporate Overview May 2021 ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED 1 January 2021 May 2021 Exhibit 99.1 Disclaimers and Forward-Looking Statements ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as ?may,? ?will,? ?believe,? ?e

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38085 Ovid Therapeutics Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fil

Royalty, License and Termination Agreement, by and between the Company and Takeda Pharmaceutical Company Limited, dated March 2, 2021 (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 10-Q (File No. 001-38085), filed with the Commission on May 13, 2021.

Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential.

Ovid Therapeutics Reports First Quarter 2021 Financial Results and Provides Corporate Update

Exhibit 99.1 Ovid Therapeutics Reports First Quarter 2021 Financial Results and Provides Corporate Update ? Closed royalty, license and termination agreement with Takeda for soticlestat; Ovid Therapeutics received an upfront payment of $196.0 million and is eligible to receive up to $660.0 million in additional milestone payments, plus tiered double-digit royalties, up to 20%, on sales if soticles

- DEF 14A

DEF 14A 1 ovid-def14a20210610.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

- DEFA14A

DEFA14A 1 ovid-defa14a20210430.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___)* Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) April 20, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Disclaimers and Forward-Looking Statements ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will

Ovid Therapeutics Corporate Overview April 19, 2021 ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED 1 January 2021 April 2021 Exhibit 99.1 Disclaimers and Forward-Looking Statements ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as ?may,? ?will,? ?beli

OVID Provides Update on OV101 Program and the Prioritization of its Resources Completed Soticlestat Agreement with Takeda Provides Significant Resources to Advance and Enrich OVID’s Pipeline, Including OV882 for Angelman Syndrome Company Reiterates A

Exhibit 99.1 OVID Provides Update on OV101 Program and the Prioritization of its Resources Completed Soticlestat Agreement with Takeda Provides Significant Resources to Advance and Enrich OVID?s Pipeline, Including OV882 for Angelman Syndrome Company Reiterates Anticipated Quarterly Operating Expenses Guidance of Between $8 Million and $10 Million Beginning in 2Q 2021 NEW YORK, April 19, 2021 - Ov

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 3)1 OVID Therapeutics Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 690469101 (CUSIP Number) April 13, 2

Disclaimers and Forward-Looking Statements ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will

Ovid Therapeutics Corporate Overview April 2021 ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED 1 January 2021 April 2021 Exhibit 99.1 Disclaimers and Forward-Looking Statements ?2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as ?may,? ?will,? ?believe,

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Termination of a Material Definitive Agreement

8-K 1 ovid-8k20210401.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction o

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission F

Ovid Therapeutics Announces Closing of Agreement with Takeda for Global Development and Commercialization of Soticlestat

News Release Exhibit 99.1 Ovid Therapeutics Announces Closing of Agreement with Takeda for Global Development and Commercialization of Soticlestat New York, March 30, 2021 ?Ovid Therapeutics Inc. (NASDAQ: OVID) (?Ovid?), a biopharmaceutical company committed to developing medicines that transform the lives of people with rare neurological diseases, today announced the closing of the Royalty, Licen

-

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- S-8

As filed with the Securities and Exchange Commission on March 17, 2021 Registration No.

Annual Report - 10-K 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38085 Ovid Therapeut

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 ovid-8k20210315.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction o

Executive Employment Agreement between the Company and Jason Tardio, effective October 21, 2019 (incorporated herein by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K (File No. 001-38085), filed with the Commission on March 15, 2021).

EX-10.18 3 ovid-ex1018728.htm EX-10.18 Exhibit 10.18 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 21st day of October, 2019, between Jason Tardio (“Executive”) and OVID THERAPEUTICS INC. (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 6. WHEREAS, the Company is a biopharmaceutical company; W

Amended and Restated Executive Employment Agreement between the Company and Thomas Perone, effective January 1, 2020 (incorporated herein by reference to Exhibit 10.19 to the Company’s Annual Report on Form 10-K (File No. 001-38085), filed with the Commission on March 15, 2021).

Exhibit 10.19 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Thomas Perone (?Executive?) is currently employed by OVID THERAPEUTICS INC. (the ?Company?) as its General Counsel, Corporate Secretary and Chief Compliance Officer pursuant to the terms of an Executive Employment Agreement with the Company effective March 11, 2019 (the ?Prior Agreement?). Executive and the Company hereby agree to t

Ovid Therapeutics Reports Fourth Quarter and Full Year 2020 Financial Results, Provides Corporate Update for 2021

Exhibit 99.1 Ovid Therapeutics Reports Fourth Quarter and Full Year 2020 Financial Results, Provides Corporate Update for 2021 • Announced signing of transaction transferring Ovid’s 50% of global rights to develop and commercialize soticlestat (TAK-935/OV935) to Takeda, under which Ovid is eligible to receive up to $856 million in payments, including an upfront payment of $196 million at closing •

Collaboration and License Agreement, by and between the Company and Angelini Pharma Rare Diseases AG, dated July 9, 2020

Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential.

Executive Employment Agreement between the Company and Jeff Rona, effective June 2, 2021 (incorporated herein by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K (File No. 001-38085), filed with the Commission on March 15, 2021).

Exhibit 10.17 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into as of the 30th day of September, 2020, between Jeff Rona (?Executive?) and OVID THERAPEUTICS INC. (the ?Company?). Certain capitalized terms used in this Agreement are defined in Section 6. WHEREAS, the Company is a biopharmaceutical company; WHEREAS, the Company desires to employ Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) March 4, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Sec

SC 13G 1 ovidthera13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Ovid Therapeutics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) March 4, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

Disclaimers and Forward-Looking Statements ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will

Ovid Therapeutics Corporate Overview March 3, 2021 ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED 1 March 2021 Exhibit 99.1 Disclaimers and Forward-Looking Statements ©2021 OVID THERAPEUTICS INC. | ALL RIGHTS RESERVED This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “believe,” “expect,

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2021 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdiction of Incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OVID THERAPEUTICS INC (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OVID THERAPEUTICS INC (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OVID THERAPEUTICS INC (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OVID THERAPEUTICS INC (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 690469101 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2) Under the Securities Exchange Act of 1934 OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) (CU

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2) Under the Securities Exchange Act of 1934 OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the ru

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) (CU

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) OVID THERAPEUTICS INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the ru

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2)1 OVID Therapeutics Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 690469101 (CUSIP Number) December 31

SC 13G

SC 13G 1 us6904691010020221.txt us6904691010020221.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Ovid Therapeutics Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 690469101 - (CUSIP Number) December 31, 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

SCHEDULE 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* OVID THERAPEUTICS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 690469101 (CUSIP Number) DECEMBER 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this S

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 ovid-8k20201221.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2020 OVID THERAPEUTICS INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38085 46-5270895 (State or Other Jurisdictio

Ovid Therapeutics Announces Phase 3 NEPTUNE Clinical Trial of OV101 for the Treatment of Angelman Syndrome Did Not Meet Primary Endpoint

Exhibit 99.1 Ovid Therapeutics Announces Phase 3 NEPTUNE Clinical Trial of OV101 for the Treatment of Angelman Syndrome Did Not Meet Primary Endpoint • OV101 program in Angelman syndrome to pause pending full analysis of NEPTUNE trial and discussions with FDA • Pivotal studies of OV935 (soticlestat) in Dravet syndrome and Lennox-Gastaut syndrome expected to begin in the First Half of 2021 NEW YORK