ATAI Form 4: Rao Srinivas Reports Vesting of 650,794 and 217,777 Options

Rhea-AI Filing Summary

Rao Srinivas, Co-Founder and Chief Executive Officer of atai Life Sciences N.V. (ATAI), reported vesting of previously awarded performance-based stock options on 08/13/2025. The Form 4 shows two tranches of Performance Options originally granted on 01/20/2021 that the board certified as having satisfied their performance conditions as of 08/13/2025, and the vested portions are now fully vested and currently exercisable.

The filing reports acquisition (vesting) of 650,794 options with an exercise price of $5.68 and 217,777 options with an exercise price of $2.50, each underlying the same number of common shares and held directly. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 08/15/2025.

Positive

• Performance conditions satisfied and certified: Board approved that the performance criteria for the 2021 awards were met as of 08/13/2025.
• Vested options now exercisable: 650,794 options at $5.68 and 217,777 options at $2.50 are reported as fully vested and exercisable.
• Direct beneficial ownership recorded: The reporting person holds the vested options directly, as stated on the Form 4.

Negative

• None.

Insights

Financial Analyst

TL;DR: CEO's performance options vested and became exercisable, increasing directly held derivative positions without disclosed exercises or sales.

The filing documents vesting of performance-based options granted in 2021 and certified by the board on 08/13/2025. The vested amounts are 650,794 options at a $5.68 strike and 217,777 options at a $2.50 strike, both listed as directly owned and exercisable. The report does not show any option exercises, sales, or transfers; it only records the vesting event and resulting beneficial ownership counts. For investors, this is a disclosure of insider compensation realization timing rather than an immediate cash-flow event for the company.

Corporate Governance Expert

TL;DR: Board-certified performance conditions triggered vesting of legacy awards; disclosure follows required Section 16 reporting conventions.

The Form 4 indicates the board certified satisfaction of performance conditions for options awarded 01/20/2021, consistent with corporate governance oversight of incentive plan outcomes. The filing identifies the reporting person as Co-Founder and CEO and records the vested option counts and strike prices. The document contains standard attestations and an attorney-in-fact signature dated 08/15/2025. No additional governance actions or amendments are disclosed in this filing.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rao Srinivas

(Last) (First) (Middle)

C/O ATAI LIFE SCIENCES N.V.

PROF. J.H. BAVINCKLAAN 7

(Street)

AMSTERDAM P7 1183AT

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ATAI Life Sciences N.V. [ ATAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option(1)	$5.68	08/13/2025		A		650,794		(1)	08/20/2030	Common Shares	650,794	$0	650,794	D
Stock Option(1)	$2.5	08/13/2025		A		217,777		(1)	08/20/2030	Common Shares	217,777	$0	217,777	D

Explanation of Responses:

1. No new stock options have been awarded. The transactions reported herein reflect vesting of performance-based stock options ("Performance Options") previously awarded to the Reporting Person on January 20, 2021, vesting subject to performance conditions that were subsequently satisfied, as certified and approved by the board of directors of atai Life Sciences NV as of August 13, 2025. The portion of the Performance Options is fully vested and currently exercisable with respect to the shares reported herein.

Remarks:

Co-Founder and Chief Executive Officer

	/s/ Ryan Barrett, Attorney-in-fact	08/15/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the ATAI Form 4 filed by Rao Srinivas report?

The Form 4 reports vesting of performance-based stock options certified by the board on 08/13/2025, with the reporting person acquiring beneficial ownership of 650,794 options at $5.68 and 217,777 options at $2.50.

When were the performance options originally granted for the vested awards (ATAI)?

The performance-based options were originally awarded on 01/20/2021, per the Form 4 explanation.

Are the vested options exercisable according to the filing?

Yes. The filing states the portion of the Performance Options is fully vested and currently exercisable as of the board certification date.

Did the Form 4 report any exercises, sales, or transfers of the options?

No. The Form 4 reports vesting (acquisition) of options and resulting beneficial ownership; it does not report any option exercises, sales, or dispositions.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by an attorney-in-fact, /s/ Ryan Barrett, on 08/15/2025.