UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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Sage Therapeutics, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than Registrant)
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Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting To Be Held on June 10, 2024 at 8:30 a.m. Eastern Time Your Vote Counts! SAGE THERAPEUTICS, INC. 2024 Annual Meeting Vote by June 9, 2024 11:59 PM ET SAGE THERAPEUTICS, INC. 215 FIRST STREET CAMBRIDGE, MA 02142 V47811-P07489 You invested in SAGE THERAPEUTICS, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on June 10, 2024. Get informed before you vote View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 27, 2024. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. For complete information and to vote, visit www.ProxyVote.com Control # Smartphone users Vote Virtually at the Meeting* Point your camera here and June 10, 2024 vote without entering a 8:30 a.m. Eastern Time control number Virtually at: www.virtualshareholdermeeting.com/SAGE2024 *Please check the meeting materials for any special requirements for meeting attendance.
Vote at www.ProxyVote.com THIS IS NOT A VOTABLE BALLOT This is an overview of the more complete proxy materials that are available to you on the Internet. Please follow the instructions on the reverse side to vote these important matters. For a convenient way to view proxy materials, the annual report, VOTE, and obtain directions to attend the meeting, go to: www.virtualshareholdermeeting.com/SAGE2024 Board Voting Items Recommends To elect two directors, Elizabeth Barrett and Geno Germano, each to serve as a Class I director until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, subject to his or her earlier death, resignation, or removal. Nominees: For 01) Elizabeth Barrett 02) Geno Germano 2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for For the fiscal year ending December 31, 2024. 3. To hold a non-binding advisory vote to approve the compensation paid to our named executive officers. For 4. To approve the Sage Therapeutics, Inc. 2024 Equity Incentive Plan. For NOTE: To transact such other business as may properly come before the meeting or any and all adjournments or postponements thereof. Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V47812-P07489