0001209191-23-026681.txt : 20230502 0001209191-23-026681.hdr.sgml : 20230502 20230502181421 ACCESSION NUMBER: 0001209191-23-026681 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230428 FILED AS OF DATE: 20230502 DATE AS OF CHANGE: 20230502 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Race Geoff CENTRAL INDEX KEY: 0001610382 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36517 FILM NUMBER: 23880914 MAIL ADDRESS: STREET 1: C/O MINERVA NEUROSCIENCES STREET 2: 1601 TRAPELO ROAD, SUITE 286 CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Minerva Neurosciences, Inc. CENTRAL INDEX KEY: 0001598646 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 260784194 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1601 TRAPELO ROAD STREET 2: SUITE 286 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 617-600-7373 MAIL ADDRESS: STREET 1: 1601 TRAPELO ROAD STREET 2: SUITE 286 CITY: WALTHAM STATE: MA ZIP: 02451 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-04-28 0 0001598646 Minerva Neurosciences, Inc. NERV 0001610382 Race Geoff C/O MINERVA NEUROSCIENCES, INC. 1500 DISTRICT AVENUE BURLINGTON MA 01803 0 1 0 0 President 0 Common Stock 2023-04-28 4 A 0 46987 0.00 A 73406 D Common Stock 2023-05-01 4 S 0 22082 3.85 D 51324 D Represents shares earned upon the vesting of performance-based restricted stock units ("PRSUs"), representing 50% of the shares underlying the PRSUs. On April 28, 2023, the Compensation Committee of the Board of Directors of the Issuer certified the achievement of a performance condition, which occurs upon FDA acceptance of a new drug application for roluperidone. The sales reported in this Form 4 represent nondiscretionary sales of shares required to be sold by the Reporting Person pursuant to sell to cover transactions to satisfy tax withholding obligations in connection with the settlement of the PRSUs. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.52 to $4.10 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. /s/ Ryan Sansom, Attorney-in-Fact 2023-05-02