AtaiBeckley Inc. 8-K filed 2026-09-11

AtaiBeckley Inc., a Delaware company listed on Nasdaq under the ticker ATAI and classified under SIC code 2834, Pharmaceutical Preparations, filed this Form 8-K on 2026-09-11 to report that its merger has closed. On the Closing Date the Merger was consummated under the Merger Agreement. Outstanding shares of Common Stock were converted into the right to receive the Merger Consideration, and the Company became a wholly owned subsidiary of Parent. The excerpt does not name Parent, and the per-share Closing Amount, the Merger Consideration and the terms of the CVR are not in the filing excerpt. The filing sets out how equity awards were handled. Stock options with an exercise price below the Closing Amount were cancelled in exchange for cash equal to the spread over the exercise price plus one CVR per share. Options priced at or above the Closing Amount were cancelled for no consideration. Restricted stock units were cancelled for cash equal to the underlying shares multiplied by the Closing Amount plus one CVR per share. All Company equity incentive plans were terminated, and ATAI Life Sciences HSOP GbR is being wound up and dissolved. For holders and anyone tracking the stock, the listing is ending. The Company notified Nasdaq of the closing and asked it to suspend trading and file a Form 25 to delist and deregister the Common Stock under Section 12(b) of the Exchange Act. Once the Form 25 is effective, the Company intends to file a Form 15 to suspend its reporting obligations under Section 13 and Section 15(d). The board also changed. Every director in office before the Effective Time resigned, and Christopher Anderson and Jonathan R. Haug, the directors of Merger Sub, became directors of the Company. The excerpt breaks off while describing the executive officers, so officer changes are not in the filing excerpt. The full Merger Agreement was filed as Exhibit 2.1 to the Company's Form 8-K filed on July 16, 2026.