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AtaiBeckley (NASDAQ: ATAI) shareholders back board slate and Deloitte as 2026 auditor

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

AtaiBeckley Inc. reported the results of its annual stockholder meeting. As of the April 9, 2026 record date, 366,916,896 common shares were outstanding and entitled to vote, and 203,908,561 shares were represented at the meeting, constituting a quorum.

Stockholders elected Class I directors Sabrina Martucci Johnson, Amir Kalali, M.D., and Andrea Heslin Smiley to serve until the 2029 annual meeting and until their successors are elected and qualified. Stockholders also ratified the appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

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Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Shares outstanding entitled to vote 366,916,896 shares Common stock as of record date April 9, 2026
Shares represented at meeting 203,908,561 shares Common stock represented in person or by proxy at annual meeting
Votes for Deloitte & Touche LLP 201,864,060 votes Ratification as independent registered public accounting firm for 2026
Votes against Deloitte & Touche LLP 1,182,226 votes Ratification proposal, fiscal year ending December 31, 2026
Votes for Sabrina Martucci Johnson 146,111,468 votes Election as Class I director
Votes for Amir Kalali, M.D. 142,900,102 votes Election as Class I director
Votes for Andrea Heslin Smiley 145,186,528 votes Election as Class I director
broker non-votes financial
"Nominee | | For | | Withheld | | Broker Non-votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm financial
"Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
quorum regulatory
"203,908,561 shares of Common Stock were represented in person or by proxy, representing a quorum."
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did AtaiBeckley Inc. (ATAI) announce in this 8-K filing?

AtaiBeckley Inc. reported the results of its annual stockholder meeting. Shareholders elected three Class I directors and ratified Deloitte & Touche LLP as independent auditor for the fiscal year ending December 31, 2026, based on the voting outcomes disclosed.

How many AtaiBeckley (ATAI) shares were eligible and represented for voting?

As of April 9, 2026, 366,916,896 common shares were issued, outstanding, and entitled to vote. At the annual meeting, 203,908,561 shares were represented in person or by proxy, which the company stated constituted a quorum for conducting business.

Which directors were elected at the AtaiBeckley (ATAI) 2026 annual meeting?

Stockholders elected Sabrina Martucci Johnson, Amir Kalali, M.D., and Andrea Heslin Smiley as Class I directors. They will hold office until AtaiBeckley’s annual meeting of stockholders to be held in 2029 and until their respective successors have been duly elected and qualified.

How did AtaiBeckley (ATAI) stockholders vote on the auditor ratification proposal?

For the ratification of Deloitte & Touche LLP, 201,864,060 votes were cast for, 1,182,226 against, and 862,275 abstained. There were zero broker non-votes reported, and the company stated that this proposal was approved by stockholders.

What was the vote distribution for AtaiBeckley (ATAI) director Sabrina Martucci Johnson?

For director nominee Sabrina Martucci Johnson, 146,111,468 votes were cast for and 581,411 were withheld. There were 57,215,682 broker non-votes recorded for this proposal, according to the voting results disclosed in the filing.

When will the newly elected AtaiBeckley (ATAI) Class I directors serve until?

The elected Class I directors will serve until the company’s annual meeting of stockholders to be held in 2029. They will continue in office until that meeting and until their respective successors have been duly elected and qualified, as described.

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): June 4, 2026



ATAIBECKLEY INC.
(Exact name of registrant as specified in its charter)

Delaware
001-43037
41-3357923
(State or other jurisdiction of incorporation or organization)
 (Commission File Number)  (I.R.S. Employer Identification No.)


c/o atai Life Sciences US, Inc.
c/o Industrious NYC
250 West 34th Street
New York, NY 10119
(Address of principal executive offices) (Zip Code)

(332) 282-0507
(Registrant’s telephone number, including area code)

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

Title of each class
 
Trading
Symbol(s)
 
Name of each exchange
on which registered
Common stock, par value $0.01 per share
  ATAI  
The Nasdaq Stock Market LLC
(Nasdaq Global Market)

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 5.07
Submission of Matters to a Vote of Security Holders.

On June 4, 2026, AtaiBeckley Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). As of April 9, 2026, the record date for the Annual Meeting, there were approximately 366,916,896 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), issued and outstanding and entitled to vote. Each outstanding share of Common Stock entitles the holder to one vote on each matter submitted to a vote of stockholders at the Annual Meeting. At the Annual Meeting, 203,908,561 shares of Common Stock were represented in person or by proxy, representing a quorum.

The following are the voting results for the proposals considered and voted upon at the Annual Meeting, all of which are described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 22, 2026.

Proposal 1 - Election of Sabrina Martucci Johnson, Amir Kalali, M.D. and Andrea Heslin Smiley as Class I directors to hold office until the Company’s annual meeting of stockholders to be held in 2029 and until their respective successors have been duly elected and qualified. The results were as follows:

Nominee
 
For
 
Withheld
 
Broker Non-votes
Sabrina Martucci Johnson
 
146,111,468
 
581,411
 
57,215,682
Amir Kalali, M.D.
 
142,900,102
 
3,792,777
 
57,215,682
Andrea Heslin Smiley
 
145,186,528
 
1,506,351
 
57,215,682

Proposal 2 - Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. The results were as follows:

For
 
Against
 
Abstain
 
Broker Non-votes
201,864,060
 
1,182,226
 
862,275
 
0

Based on the foregoing votes, the three director nominees were elected and Proposal 2 was approved.


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.


ATAIBECKLEY INC.
   
Date:   June 8, 2026
By:
/s/ Srinivas Rao

Name:
Srinivas Rao

Title:
Chief Executive Officer



Filing Exhibits & Attachments

3 documents