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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PAUL STEVEN M C/O SAGE THERAPEUTICS, INC. 215 FIRST STREET CAMBRIDGE, MA 02142 |
/s/ Jennifer Fitzpatrick, as Attorney-in-Fact for Steven M. Paul | 02/20/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents 241,695 shares that, upon termination of a grantor retained annuity trust, were disbursed to the Steven M Paul Family 2018 Delaware Irrevocable Trust FBO Jann Paul of which the trustee is J.P. Morgan and for which the reporting person is an investment adviser. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(10) | Represents 18,932 shares held directly by the McGill Trust; 18,466 shares held directly by the Jordan Fisch Trust; 18,257 shares held directly by the Aaron Paul Trust; and 18,588 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(11) | Represents 18,932 shares held directly by the McGill Trust; 17,966 shares held directly by the Jordan Fisch Trust; 18,257 shares held directly by the Aaron Paul Trust; and 18,588 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(12) | This transaction was executed in multiple trades at prices ranging from $161.28 USD to $162.00 USD. The price reported above reflects the weighted average sale price. |
(13) | Represents 18,289 shares held directly by the McGill Trust; 17,966 shares held directly by the Jordan Fisch Trust; 18,257 shares held directly by the Aaron Paul Trust; and 18,588 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(14) | This transaction was executed in multiple trades at prices ranging from $161.00 USD to $162.00 USD. The price reported above reflects the weighted average sale price. |
(15) | Represents 18,289 shares held directly by the McGill Trust; 17,966 shares held directly by the Jordan Fisch Trust; 18,257 shares held directly by the Aaron Paul Trust; and 18,388 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(2) | The sales reported on this Form 4 were effected by the Aaron Paul Trust, the Austin Paul Trust, the Jordan Fisch Trust and the McGill Trust pursuant to trading plans adopted pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. |
(3) | Represents 30,976 shares held directly by the McGill Trust; 30,976 shares held directly by the Jordan Fisch Trust; 18,457 shares held directly by the Aaron Paul Trust; and 30,976 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(4) | This transaction was executed in multiple trades at prices ranging from $161.00 USD to $161.21 USD. The price reported above reflects the weighted average sale price. |
(5) | Represents 30,976 shares held directly by the McGill Trust; 18,466 shares held directly by the Jordan Fisch Trust; 18,457 shares held directly by the Aaron Paul Trust; and 30,976 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(6) | This transaction was executed in multiple trades at prices ranging from $161.00 USD to $161.29 USD. The price reported above reflects the weighted average sale price. |
(7) | Represents 18,932 shares held directly by the McGill Trust; 18,466 shares held directly by the Jordan Fisch Trust; 18,457 shares held directly by the Aaron Paul Trust; and 30,976 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
(8) | This transaction was executed in multiple trades at prices ranging from $161.00 USD to $161.42 USD. The price reported above reflects the weighted average sale price. |
(9) | Represents 18,932 shares held directly by the McGill Trust; 18,466 shares held directly by the Jordan Fisch Trust; 18,457 shares held directly by the Aaron Paul Trust; and 18,588 shares held directly by the Austin Paul Trust. The reporting person disclaims Section 16 beneficial ownership of the shares held in each of these trusts, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |