AtaiBeckley insider gets $6.75 plus CVR per share
Rhea-AI Filing Summary
AtaiBeckley Inc. (ATAI) reports that, in connection with its merger into a wholly owned subsidiary of Eli Lilly and Company on September 11, 2026, all common shares and stock options reported by director and ten percent owner Christian Angermayer and related Apeiron entities were disposed of and now show zero ATAI common stock holdings.
Each share of common stock converted into the right to receive $6.75 in cash plus one contingent value right (CVR) per share, and each outstanding stock option was cancelled and converted into cash based on $6.75 minus the option’s exercise price per underlying share plus one CVR per underlying share. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
Disposition: 58,067,276 shares
Disposition
10 txns
Insider
Angermayer Christian, Apeiron Investment Group Ltd.
Role
Director, 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option F4 | 624,000 | -- | -- |
| Disposition | Stock Option F4 | 64,000 | -- | -- |
| Disposition | Stock Option F4 | 17,930 | -- | -- |
| Disposition | Stock Option F4 | 1,247,932 | -- | -- |
| Disposition | Stock Option F4 | 131,698 | -- | -- |
| Disposition | Stock Option F4 | 103,000 | -- | -- |
| Disposition | Stock Option F4 | 121,968 | -- | -- |
| Disposition | Common Stock F1, F2 | 559,232 | -- | -- |
| Disposition | Common Stock F1, F2, F3 | 53,398,214 | -- | -- |
| Disposition | Common Stock F1, F2 | 1,799,302 | -- | -- |
Holdings After Transaction:
Stock Option — 0 contracts (Direct);
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By ApeironInvestmentGroup Ltd.);
Common Stock — 0 shares (Indirect, By ApeironPresightCapital FundII, L.P.)
Footnotes (4)
- F1. Pursuant to the Agreement and Plan of Merger dated as of July 15, 2026, by and among AtaiBeckley Inc. (the "Company"), Eli Lilly and Company, an Indiana corporation ("Parent"), and Albali Acquisition Corporation, a Delaware corporation and indirect wholly owned subsidiary of Parent ("Merger Sub"), on September 11, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly owned subsidiary of Parent.
- F2. At the effective time of the Merger (the "Effective Time"), each share of the Company's common stock, par value $0.01 per share, issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, converted into the right to receive (i) $6.75 per share in cash, without interest, plus (ii) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding.
- F3. The Reporting Person's prior Form 4 inadvertently reported an incorrect beneficial ownership total, which has been corrected in this Form 4.
- F4. At the Effective Time, each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one CVR for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).
Key Figures
Cash merger consideration per common share: $6.75 per share
Maximum additional CVR payout: $2.50 per CVR
Direct common shares disposed: 559,232 shares
+4 more
7 metrics
Cash merger consideration per common share
$6.75 per share
Paid for each AtaiBeckley Inc. common share at the Effective Time of the merger
Maximum additional CVR payout
$2.50 per CVR
Aggregate cash payable per CVR upon achievement of specified clinical and regulatory milestones
Direct common shares disposed
559,232 shares
Common stock held directly by Christian Angermayer disposed of on September 11, 2026
Indirect common shares disposed by Apeiron Investment Group Ltd.
53,398,214 shares
Indirect ATAI common stock holding reported with nature of ownership by Apeiron Investment Group Ltd.
Indirect common shares disposed by Apeiron Presight Capital Fund II, L.P.
1,799,302 shares
Indirect ATAI common stock holding reported with nature of ownership by Apeiron Presight Capital Fund II, L.P.
Example stock option exercise price
$1.64 per share
Exercise price of a cancelled ATAI stock option block covering 1,247,932 underlying common shares
Highest listed stock option exercise price
$5.68 per share
Exercise price of a cancelled ATAI stock option block covering 624,000 underlying common shares
Key Terms
Agreement and Plan of Merger, Effective Time, contingent value right, wholly owned subsidiary, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger dated as of July 15, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Effective Time regulatory
"At the effective time of the Merger (the "Effective Time"), each share"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
contingent value right financial
"plus (ii) one contingent value right per share (each, a "CVR""
A contingent value right is a special security that gives its holder the right to receive one or more future payments only if specified events happen, such as a product reaching a sales target or getting regulatory approval. It matters to investors because it offers potential extra payout tied to uncertain outcomes—like a bet that a project will succeed—so it can add upside to a deal while also carrying extra risk and valuation uncertainty.
wholly owned subsidiary financial
"with the Company surviving as a wholly owned subsidiary of Parent"
A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.
beneficial ownership regulatory
"reported an incorrect beneficial ownership total, which has been corrected"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider activity did ATAI report for Christian Angermayer on this Form 4?
The Form 4 reports that all AtaiBeckley Inc. common stock and stock options held directly by Christian Angermayer and indirectly through Apeiron entities were disposed of on September 11, 2026 in connection with the closing of the merger with Eli Lilly and Company.
How were ATAI stock options held by Christian Angermayer treated in the merger?
At the Effective Time, each outstanding ATAI stock option was automatically cancelled and converted into (A) a cash amount equal to shares subject to the option × ($6.75 minus the option’s exercise price), and (B) one CVR per underlying share, subject to tax withholding.
Does this ATAI Form 4 indicate any remaining equity holdings by the reporting persons?
No. For the common stock lines, the Form 4 reports 0 shares following the transactions for both direct holdings of Christian Angermayer and indirect holdings through Apeiron entities, indicating no remaining reported ATAI common stock after the merger consideration was received.
Was the ATAI insider transaction executed under a Rule 10b5-1 trading plan?
The filing indicates that no Rule 10b5-1 trading plan applies to these transactions. The dispositions result from the Agreement and Plan of Merger with Eli Lilly and Company and the automatic treatment of shares and options at the merger’s Effective Time.
What correction to prior ATAI insider reporting is mentioned in this Form 4?
A footnote states that the reporting person’s prior Form 4 inadvertently reported an incorrect beneficial ownership total, and that this new Form 4 corrects that beneficial ownership figure in connection with the merger-related dispositions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
