UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 27, 2026 |
Acadia Pharmaceuticals Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware | 000-50768 | 06-1376651 | ||
(State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||
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12830 El Camino Real, Suite 400 |
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San Diego, California |
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(Address of Principal Executive Offices) |
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Registrant’s Telephone Number, Including Area Code: (858) 558-2871 |
N/A |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Trading |
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Common Stock, par value $0.0001 per share |
| ACAD |
| The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 27, 2026, Elizabeth H.Z. Thompson, Ph.D., Head of Research and Development, informed Acadia Pharmaceuticals Inc. (the “Company”) of her planned retirement. Dr. Thompson has decided to retire for personal reasons. She has committed to continuing in her role as Head of Research and Development for a transitional period until a successor is appointed, after which she intends to remain with the Company as a consultant through the end of 2026, including through the planned readout of the Company’s Phase 2 clinical study of remlifanserin in Alzheimer’s disease psychosis. The Company has initiated a search for Dr. Thompson’s replacement.
Item 7.01 Regulation FD Disclosure.
On April 30, 2026, the Company issued a press release announcing the planned retirement of Dr. Thompson. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
As provided in General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of, or otherwise subject to the liabilities under, Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information or Exhibit 99.1 be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing.
Forward-Looking Statements
This Current Report on Form 8-K (this “Current Report”) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “will,” “continue,” “intends” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of this Current Report. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from these forward-looking statements. Forward-looking statements contained in this Current Report include, but are not limited to, statements regarding Dr. Thompson’s anticipated retirement from the Company, her continuing to serve in her current role during a transitional period and as a consultant once a successor is appointed, and the Company’s search for a replacement Head of Research and Development. Many factors may cause differences between current expectations and actual results, including the potential for Dr. Thompson to continue serving at the Company. Other factors that may cause actual results to differ from those expressed or implied in the forward-looking statements in this Current Report are discussed in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Except as required by law, the Company assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
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99.1 |
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104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Acadia Pharmaceuticals Inc. |
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Date: | April 30, 2026 | By: | /s/ Jennifer J. Rhodes |
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| Jennifer J. Rhodes |