[Form 4] ATAI Life Sciences N.V. Insider Trading Activity

Rhea-AI Filing Summary

ATAI Life Sciences N.V. (ATAI) – Form 4 insider filing

Director Sabrina Martucci Johnson reported the grant of 103,000 stock options on 26 June 2025. The options carry a strike price of $2.25 and expire on 26 June 2035. Vesting occurs on the earlier of the day before ATAI’s next annual meeting or 26 June 2026. Following this transaction Ms. Johnson beneficially owns 103,000 derivative securities, held directly. No non-derivative share transactions were disclosed.

The filing was signed by attorney-in-fact Ryan Barrett on 27 June 2025. No 10b5-1 trading plan box was checked, and the director remains subject to Section 16 reporting obligations.

Positive

• Director equity alignment: 103,000 options incentivize board member performance without immediate cash outflow.

Negative

• Potential dilution: Option grant, while small, adds to future share count once exercised.

Insights

Securities Analyst

TL;DR: Routine option grant; aligns director incentives; minimal dilution—overall neutral.

The Form 4 discloses a standard board compensation grant of 103,000 options at a $2.25 exercise price. Vesting within one year ties the director’s upside to shareholder value, which is positive from a governance perspective. However, the size is immaterial relative to ATAI’s total shares outstanding, so dilution risk is negligible. No share sales occurred, eliminating negative sentiment typically associated with insider dispositions. Absent pricing context or additional insider activity, the event is not expected to move the stock.

Corporate Governance Expert

TL;DR: Governance-friendly equity award; no red flags detected.

Issuing options instead of cash preserves cash for this biotech while fostering alignment. The one-year cliff is market-standard and does not introduce accelerated vesting concerns. The lack of a 10b5-1 plan checkbox suggests the award is pure compensation, not a pre-arranged sale mechanism. Overall, the disclosure is transparent and consistent with best practices for director remuneration, implying neutral impact on shareholder value.

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
Estimated average burden
hours per response:			0.5

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^*

JOHNSON SABRINA MARTUCCI

(Last) (First) (Middle)

C/O ATAI LIFE SCIENCES N.V.

PROF. J.H. BAVINCKLAAN 7

(Street)

AMSTERDAM P7 1183 AT

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2025

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	$2.25	06/26/2025		A		103,000		(1)	06/26/2035	Common Shares	103,000	$0	103,000	D

Explanation of Responses:

1. The stock option shall vest on the earlier of the day before the ATAI Life Sciences N.V's next annual meeting or June 26, 2026.

	/s/ Ryan Barrett, Attorney-in-fact	06/27/2025
	** 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 ATAI director Sabrina Martucci Johnson report in the Form 4?

She received 103,000 stock options with a $2.25 exercise price on 26 June 2025.

When do the ATAI stock options granted to the director vest?

Options vest on the earlier of the day before the next annual meeting or 26 June 2026.

Did the Form 4 include any sales of ATAI shares?

No. The filing only discloses an option grant; no share sales or purchases were reported.

How many ATAI derivative securities does the director now own?

Following the grant, the director beneficially owns 103,000 derivative securities.

What is the expiration date of the granted ATAI options?

The options expire on 26 June 2035.