ACADIA PHARMACEUTICALS INC

Insider Trading Arrangements

No officer or director, as defined in Rule 16a-1(f) under the Exchange Act, adopted orterminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the fiscal quarter.

Entry into a Material Definitive Agreement

On November 5, 2024, we entered into an asset purchase agreement (the PRV Transfer Agreement), pursuant to which we agreed to sell a Rare Pediatric Disease PRV for $150.0 million, payable in cash, upon the closing of the sale. Pursuant to the Joint Venture and Licence Agreement, dated July 13, 2023, with Neuren, one third of the net proceeds from the sale of the PRV will be payable to Neuren.

We were awarded the PRV under an FDA program intended to encourage the development of certain rare pediatric disease product applications. We received the PRV when DAYBUE was approved by the FDA in March 2023 for the treatment of Rett syndrome.

The transactions contemplated by the PRV Transfer Agreement remain subject to customary closing conditions, including the expiration or termination of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The PRV Transfer Agreement contains customary representations, warranties, covenants and indemnification provisions subject to certain limitations.

The foregoing description of the PRV Transfer Agreement does not purport to be complete and is qualified in its entirety by the text of the PRV Transfer Agreement, a copy of which will be filed as an exhibit to our Annual Report on Form 10-K for the year ending December 31, 2024.