Sec Form 3 Filing - ALEXANDER MARGARET A. @ Ovid Therapeutics Inc. - 2024-09-09

FORM 3 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 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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1. Name and Address of Reporting Person ALEXANDER MARGARET A. 2. Issuer Name and Ticker or Trading Symbol Ovid Therapeutics Inc. [ OVID] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and COO (Last) (First) (Middle) C/O OVID THERAPEUTICS INC., 441 NINTH AVENUE, 14TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/09/2024 (Street) NEW YORK, NY10001 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 28,125 ( 1 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (right to buy) $ 3.73 ( 2 ) 08/02/2031 Common Stock 70,000 D Employee Stock Option (right to buy) $ 3.74 ( 3 ) 08/05/2031 Common Stock 2,021 D Employee Stock Option (right to buy) $ 2.72 ( 4 ) 02/03/2032 Common Stock 100,000 D Employee Stock Option (right to buy) $ 3.22 ( 5 ) 04/08/2032 Common Stock 10,000 D Employee Stock Option (right to buy) $ 2.5 ( 6 ) 02/23/2033 Common Stock 175,000 D Employee Stock Option (right to buy) $ 3.68 ( 7 ) 02/22/2034 Common Stock 168,750 D Employee Stock Option (right to buy) $ 1.05 ( 8 ) 07/30/2034 Common Stock 315,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ALEXANDER MARGARET A. C/O OVID THERAPEUTICS INC. 441 NINTH AVENUE, 14TH FLOOR NEW YORK, NY10001 President and COO Signatures /s/ Jason Minio, Attorney-in-Fact 09/11/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a restricted stock unit (RSU) award. One-third (1/3) of the total number of RSUs shall vest on February 22, 2025 and one-third (1/3) of the remaining RSUs shall vest each year thereafter on anniversary of the vesting commencement date, subject to the Reporting Person's continuous service through such vesting date. ( 2 )25% of the shares subject to the Stock Option vested and became exercisable on August 2, 2022 and the remaining shares vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date. ( 3 )Fully vested and exercisable. ( 4 )25% of the shares subject to the Stock Option vested and became exercisable on February 3, 2023 and the remaining shares vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date. ( 5 )25% of the shares subject to the Stock Option vested and became exercisable on April 8, 2023 and the remaining shares vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date. ( 6 )25% of the shares subject to the Stock Option vested and became exercisable on February 23, 2024 and the remaining shares vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date. ( 7 )25% of the shares subject to the Stock Option will vest and become exercisable on February 22, 2025 and the remaining shares will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued services through such date. ( 8 )50% of the shares subject to the Stock Option will vest and become exercisable on July 30, 2025 and the remaining shares will vest in 24 equal monthly installments thereafter, subject to the Reporting Person's continued services through such 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).

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