AtaiBeckley director's options cashed in Lilly merger
Director Scott Braunstein’s AtaiBeckley stock options were cancelled for cash and contingent value rights upon the September 11, 2026 merger with Eli Lilly.
Rhea-AI Filing Summary
AtaiBeckley Inc. (ATAI) director Scott Braunstein reported the disposition of four stock option grants in connection with the closing of a merger in which AtaiBeckley became a wholly owned subsidiary of Eli Lilly and Company. On September 11, 2026, at the merger’s Effective Time, each covered option was automatically cancelled and converted into the right to receive cash plus a contingent value right.
The cash portion for each option equals the number of underlying common shares multiplied by the excess of $6.75 over the option’s exercise price per share, less applicable tax withholdings, and holders also receive one contingent value right (CVR) per share that can pay up to $2.50 in cash upon achievement of specified clinical and regulatory milestones. No Rule 10b5-1 trading plan is reported for these transactions.
Positive
- None.
Negative
- None.
Insider Trade Summary
Disposition: 573,881 shares
Disposition
4 txns
Insider
Braunstein Scott
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option F2, F1 | 206,000 | -- | -- |
| Disposition | Stock Option F2 | 103,000 | -- | -- |
| Disposition | Stock Option F2 | 56,818 | -- | -- |
| Disposition | Stock Option F2 | 208,063 | -- | -- |
Holdings After Transaction:
Stock Option — 0 contracts (Direct)
Footnotes (2)
- 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 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 of the Company's common stock 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 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, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).
Key Figures
Merger Effective Time date: September 11, 2026
Option grant 1 shares and exercise price: 206,000 shares at $1.34 per share
Option grant 2 shares and exercise price: 103,000 shares at $2.25 per share
+4 more
7 metrics
Merger Effective Time date
September 11, 2026
Date when Albali Acquisition Corporation merged with AtaiBeckley Inc.
Option grant 1 shares and exercise price
206,000 shares at $1.34 per share
Stock option cancelled and converted into cash plus CVRs at the Effective Time
Option grant 2 shares and exercise price
103,000 shares at $2.25 per share
Stock option cancelled and converted into cash plus CVRs at the Effective Time
Option grant 3 shares and exercise price
56,818 shares at $5.28 per share
Stock option cancelled and converted into cash plus CVRs at the Effective Time
Option grant 4 shares and exercise price
208,063 shares at $4.50 per share
Stock option cancelled and converted into cash plus CVRs at the Effective Time
Per-share cash reference price
$6.75 per share
Used to calculate cash due on each cancelled option, minus its exercise price
Maximum CVR payout per share
$2.50 per CVR
Maximum cash per contingent value right if specified milestones are achieved
Key Terms
Agreement and Plan of Merger, Effective Time, contingent value right, Merger Sub, +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 outstanding"
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
"one contingent value right per share (each, a "CVR" and collectively"
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.
Merger Sub regulatory
"and Albali Acquisition Corporation, a Delaware corporation and indirect wholly"
A merger sub is a temporary, wholly owned subsidiary that an acquiring company creates to carry out a merger with another firm. Think of it as a wrapper used to combine two businesses—this can simplify legal and tax steps, isolate liabilities, and help preserve the target’s contracts or stock structure, so investors watch it because the chosen approach affects deal mechanics, shareholder votes, potential dilution, and legal or tax risk.
specified clinical and regulatory milestones medical
"up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did ATAI director Scott Braunstein report in this Form 4?
He reported the disposition of four stock option grants on September 11, 2026. At the Effective Time of AtaiBeckley’s merger with Eli Lilly, these options were automatically cancelled and converted into rights to receive cash plus one contingent value right per underlying share.
How are Braunstein’s cancelled ATAI options being settled financially?
Each cancelled option is converted into the right to receive cash equal to the number of shares subject to the option multiplied by the excess of $6.75 over its exercise price per share, plus one CVR per share, in each case less applicable tax withholdings.
What additional contingent value do ATAI option holders receive in this merger?
For each underlying share, holders receive one contingent value right (CVR). Each CVR represents the right to receive up to $2.50 in cash upon achievement, if any, of specified clinical and regulatory milestones, subject to applicable tax withholding.
What option grants of ATAI were affected for Scott Braunstein?
Four stock option grants were cancelled, covering 206,000 shares at $1.34, 103,000 shares at $2.25, 56,818 shares at $5.28, and 208,063 shares at $4.50 exercise prices, each converting into cash based on $6.75 per share plus one CVR per share.
Was a Rule 10b5-1 trading plan used for these ATAI transactions?
No. The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and there is no footnote stating that the option dispositions occurred under a Rule 10b5-1 or other pre-arranged trading plan.
What happened to AtaiBeckley Inc. (ATAI) in the reported transaction?
On September 11, 2026, Albali Acquisition Corporation merged with and into AtaiBeckley Inc., with AtaiBeckley surviving as a wholly owned subsidiary of Eli Lilly and Company. This Effective Time triggered the cancellation and cash-plus-CVR settlement of outstanding stock options.
AI-generated analysis. How Rhea-AI works. Not financial advice.
