ACADIA PHARMACEUTICALS INC — Director's Dealing 2016

Apr 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACADIA PHARMACEUTICALS INC (ACAD)
CIK: 0001070494
Period of Report: 2016-03-30

Reporting Person: BAKER BROS. ADVISORS LP (Director, 10% Owner)
Reporting Person: BAKER FELIX (Director, 10% Owner)
Reporting Person: BAKER JULIAN (Director, 10% Owner)
Reporting Person: 667, L.P. (Director, 10% Owner)
Reporting Person: 14159, L.P. (Director, 10% Owner)
Reporting Person: Baker Brothers Life Sciences LP (Director, 10% Owner)
Reporting Person: Baker Bros. Advisors (GP) LLC (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-30	Common Stock	P	408607	$25.9247	Acquired	2745707	Indirect
2016-03-30	Common Stock	P	37882	$25.9750	Acquired	2783589	Indirect
2016-03-30	Common Stock	P	16057	$26.3472	Acquired	2799646	Indirect
2016-03-31	Common Stock	P	1614	$25.6070	Acquired	2801260	Indirect
2016-03-31	Common Stock	P	14775	$25.6070	Acquired	20292783	Indirect
2016-03-31	Common Stock	P	1467	$26.2850	Acquired	2802727	Indirect
2016-03-31	Common Stock	P	13433	$26.2850	Acquired	20306216	Indirect
2016-03-31	Common Stock	P	19676	$26.4944	Acquired	2822403	Indirect
2016-03-31	Common Stock	P	180122	$26.4944	Acquired	20486338	Indirect
2016-03-31	Common Stock	P	3106	$26.5545	Acquired	2825509	Indirect
2016-03-31	Common Stock	P	28433	$26.5545	Acquired	20514771	Indirect
2016-03-31	Common Stock	P	6618	$27.5588	Acquired	2832127	Indirect
2016-03-31	Common Stock	P	60587	$27.5588	Acquired	20575358	Indirect
2016-03-31	Common Stock	P	34844	$27.7173	Acquired	2866971	Indirect
2016-03-31	Common Stock	P	318969	$27.7173	Acquired	20894327	Indirect
2016-04-01	Common Stock	P	1182	$27.8202	Acquired	2868153	Indirect
2016-04-01	Common Stock	P	10818	$27.8202	Acquired	20905145	Indirect
2016-04-01	Common Stock	P	28647	$28.5484	Acquired	2896800	Indirect
2016-04-01	Common Stock	P	262253	$28.5484	Acquired	21167398	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	452540	Indirect
Common Stock	20278008	Indirect

Footnotes

F1: As a result of their ownership interest in 14159 Capital (GP), LLC, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in 452,540 shares of Common Stock of the Issuer beneficially owned by 14159, L.P. ("14159"), a limited partnership of which the sole general partner is 14159 Capital, L.P., a limited partnership of which the sole general partner is 14159 Capital (GP), LLC, due to 14159 Capital, L.P.'s right to receive an allocation of a portion of the profits from 14159.

F2: As a result of their ownership interest in Baker Brothers Life Sciences Capital (GP), LLC, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in 20,278,008 shares of Common Stock of the Issuer beneficially owned by Baker Brothers Life Sciences, L.P. ("Life Sciences"), a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.

F3: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $25.52 to $26.47, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F4: After giving effect to the transactions reported herein and as a result of their ownership interest in Baker Biotech Capital (GP), LLC, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Issuer's shares of Common Stock reported in column 5 of Table I directly held by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.

F5: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $25.74 to $26.24, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F6: Baker Bros. Advisors LP (the "Adviser") serves as the Investment Adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held by the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are principals of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held by the Funds. The general partners of the Funds have relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held by the Funds. Pursuant to agreements between Julian C. Baker, Dr. Biggar and the Adviser, the Adviser has investment and dispositive power over the Stock Options and any shares received as a result of the exercise of options. (Continued in footnote 6)

F7: Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.

F8: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $25.60 to $26.46, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F9: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $25.56 to $25.95, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F10: After giving effect to the transactions reported herein and as a result of their ownership interest in Baker Brothers Life Sciences Capital (GP), LLC, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Issuer's shares of Common Stock reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.

F11: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $26.00 to $26.46, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F12: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $25.97 to $26.95, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F13: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $26.43 to $26.74, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F14: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $27.51 to $27.60, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F15: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $27.17 to $28.06, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F16: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $27.68 to $27.98, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

F17: The price reported in Column 4 is a weighted average price. These shares were traded in multiple transactions at prices ranging from $28.00 to $28.995, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.