AtaiBeckley CSO cashed out in $6.75 Lilly deal
AtaiBeckley’s chief scientific officer had all reported equity awards cashed out and cancelled in the Eli Lilly–related merger.
Rhea-AI Filing Summary
AtaiBeckley Inc. (symbol: ATAI) is the issuer of record for a Form 4 filing submitted to the SEC. Short Glenn Frank reported disposition transactions in this Form 4 filing.
AtaiBeckley Inc. (ATAI) reported that Chief Scientific Officer Short Glenn Frank had his equity in the company cancelled and cashed out on September 11, 2026 in connection with the closing of a merger with a subsidiary of Eli Lilly and Company. At the effective time, his 42,333 shares of common stock were converted into the right to receive $6.75 per share in cash plus one contingent value right (CVR) per share, with each CVR representing up to an additional $2.50 in cash upon achievement of specified milestones. Multiple stock option grants and 150,000 restricted stock units were similarly cancelled and converted into cash based on the $6.75 reference price and into one CVR for each underlying share, so that, after these transactions, he no longer directly held common stock or RSUs.
Positive
- None.
Negative
- None.
Insider Trade Summary
Disposition: 3,127,700 shares
Disposition
10 txns
Insider
Short Glenn Frank
Role
Chief Scientific Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option F3 | 283,280 | -- | -- |
| Disposition | Stock Option F3 | 329,552 | -- | -- |
| Disposition | Stock Option F3 | 180,000 | -- | -- |
| Disposition | Stock Option F3 | 71,620 | -- | -- |
| Disposition | Stock Option F3 | 250,000 | -- | -- |
| Disposition | Stock Option F3 | 388,000 | -- | -- |
| Disposition | Stock Option F3 | 757,915 | -- | -- |
| Disposition | Stock Option F3 | 675,000 | -- | -- |
| Disposition | Restricted Stock Units F4 | 150,000 | -- | -- |
| Disposition | Common Stock F1, F2 | 42,333 | -- | -- |
Holdings After Transaction:
Stock Option — 0 contracts (Direct);
Restricted Stock Units — 0 contracts (Direct);
Common Stock — 0 shares (Direct)
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. 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).
- F4. At the Effective Time, each outstanding restricted stock unit ("RSU"), 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 RSU immediately prior to the Effective Time multiplied by (2) $6.75 and (B) one CVR for each share subject to such RSU 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 payment: $2.50 per CVR
Reported common shares converted: 42,333 shares
+4 more
7 metrics
Cash merger consideration per common share
$6.75 per share
Cash paid for each AtaiBeckley common share at the Effective Time
Maximum additional CVR payment
$2.50 per CVR
Aggregate potential cash per CVR upon achievement of specified milestones
Reported common shares converted
42,333 shares
Common stock directly held by Short Glenn Frank converted at the Effective Time
Restricted stock units converted
150,000 RSUs
Outstanding RSUs cancelled and converted into cash and CVRs
Stock option grant at $2.44 exercise price
283,280 options
Options cancelled and cashed out based on $6.75 minus $2.44 per share
Stock option grant at $1.50 exercise price
757,915 options
Options cancelled and cashed out based on $6.75 minus $1.50 per share
Merger effective date
September 11, 2026
Date Merger Sub merged into AtaiBeckley and equity was converted
Key Terms
contingent value right, Agreement and Plan of Merger, restricted stock unit, Effective Time, +1 more
5 terms
contingent value right financial
"one contingent value right per share (each, a "CVR" and collectively, the "CVRs")"
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.
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.
restricted stock unit financial
"each outstanding restricted stock unit ("RSU"), subject to certain exceptions, was automatically cancelled"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
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.
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did ATAI’s chief scientific officer report on this Form 4?
He reported that his AtaiBeckley equity holdings were cancelled and converted in connection with a merger, including common stock, stock options and restricted stock units, in exchange for cash at $6.75 per share and contingent value rights (CVRs) tied to future milestones.
What happened to ATAI stock options held by Short Glenn Frank?
Each outstanding AtaiBeckley stock option was cancelled and converted into the right to receive cash equal to the number of shares subject to the option multiplied by ($6.75 minus the option’s exercise price), plus one CVR for each underlying share, without regard to vesting.
How were ATAI restricted stock units (RSUs) treated at the Effective Time?
Each outstanding AtaiBeckley RSU was cancelled and converted into the right to receive cash equal to $6.75 times the RSU share count, plus one CVR per RSU share, all subject to applicable tax withholdings and without regard to vesting.
Did the AtaiBeckley chief scientific officer retain any ATAI common stock after the merger?
No. After the reported transactions on September 11, 2026, his Form 4 shows 0 shares of AtaiBeckley common stock directly owned, as his common shares were converted into cash and CVRs in the merger.
Was a Rule 10b5-1 trading plan involved in these ATAI transactions?
No. The filing’s Rule 10b5-1 checkbox is not marked as using a Rule 10b5-1 trading plan, and the footnotes describe the equity treatment as occurring automatically at the Effective Time of the merger.
AI-generated analysis. How Rhea-AI works. Not financial advice.
