FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

JEFFS ROGER 		2. Issuer Name and Ticker or Trading Symbol

Axsome Therapeutics, Inc. [ AXSM ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O AXSOME THERAPEUTICS, INC., 200 BROADWAY, 3RD FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/3/2019
(Street)

NEW YORK, NY 10038
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   7/3/2019     M    3672   (1) A $3.67   3672   D    
Common Stock   7/3/2019     M    39948   (1) A $2.85   43620   D    
Common Stock   7/3/2019     M    13000   (1) A $3.45   56620   D    
Common Stock                  46912   I   GRAT   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   $3.67   7/3/2019     M         3672      (2) 9/15/2024   Common Stock   3672   (1) $0   7344   (2) D    
Stock Option (Right to Buy)   $2.85   7/3/2019     M         39948    3/12/2018   3/11/2028   Common Stock   39948   (1) $0   0   D    
Stock Option (Right to Buy)   $3.45   7/3/2019     M         13000    6/1/2019   6/1/2028   Common Stock   13000   (1) $0   0   D    

Explanation of Responses:
(1)  The Reporting Person has elected to exercise and hold the shares at this time.
(2)  Reflects a partial option exercise by the Reporting Person. This option was granted on September 16, 2014. 3,672 shares subject to the option became fully vested and exercisable on September 16, 2015. The remaining 7,344 shares subject to the option, which were not exercised by the Reporting Person, became fully vested and exercisable in equal annual installments on the second and third anniversaries of the date of grant.
(3)  Represents additional shares held indirectly by the Reporting Person prior to July 3, 2019.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
JEFFS ROGER
C/O AXSOME THERAPEUTICS, INC.
200 BROADWAY, 3RD FLOOR
NEW YORK, NY 10038 		X



Signatures
/s/ Herriot Tabuteau, M.D., Attorney-in-Fact 7/5/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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