COMPASS Pathways CEO records tax share withholding

Accepted by SEC EDGAR 08/05/2026 - 04:18 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

COMPASS Pathways plc Chief Executive Officer Kabir Nath reported an insider transaction involving 5,962 Ordinary Shares on August 3, 2026. These shares were withheld by the issuer at $11.25 per share to satisfy tax withholding obligations upon vesting of restricted share units, rather than sold in the open market. After this tax-withholding disposition, Nath directly holds 361,028 Ordinary Shares, which may be represented by an equal number of American Depositary Shares.

Insider Trade Summary

Tax Withholding: 5,962 shares

Tax Withholding 1 txn

Insider Nath Kabir

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Ordinary Shares F1, F2	5,962	$11.25	$67K

Holdings After Transaction: Ordinary Shares — 361,028 shares (Direct)

Footnotes (2)

1. F1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
2. F2. Represents shares withheld by the Issuer upon vesting of restricted share units to satisfy tax withholding obligations.

Key Figures

Shares withheld for taxes: 5,962 Ordinary Shares Tax withholding valuation price: $11.25 per share Shares owned after transaction: 361,028 Ordinary Shares

3 metrics

Shares withheld for taxes 5,962 Ordinary Shares Shares withheld on August 3, 2026 to satisfy tax withholding obligations upon restricted share unit vesting

Tax withholding valuation price $11.25 per share Price per Ordinary Share used for the tax-withholding disposition reported by Kabir Nath

Shares owned after transaction 361,028 Ordinary Shares Direct holdings of CEO Kabir Nath following the August 3, 2026 tax-withholding disposition

Key Terms

restricted share units, American Depositary Shares, tax withholding obligations

3 terms

restricted share units financial

"upon vesting of restricted share units to satisfy tax withholding"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

American Depositary Shares financial

"may be represented by American Depositary Shares, each of which"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

tax withholding obligations financial

"to satisfy tax withholding obligations"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did COMPASS Pathways (CMPS) report for CEO Kabir Nath?

COMPASS Pathways reported that CEO Kabir Nath had 5,962 Ordinary Shares withheld on August 3, 2026. The shares were retained by the company to cover tax withholding on vested restricted share units, rather than being sold on the open market.

Was the COMPASS Pathways (CMPS) CEO’s Form 4 transaction a market sale of shares?

No. The Form 4 shows no open-market sale by CEO Kabir Nath. Instead, 5,962 shares were withheld by COMPASS Pathways to satisfy tax withholding obligations when restricted share units vested.

How many COMPASS Pathways (CMPS) shares does CEO Kabir Nath hold after this filing?

Following the reported tax-withholding disposition, CEO Kabir Nath directly holds 361,028 Ordinary Shares. These Ordinary Shares may be represented by American Depositary Shares, with each ADS currently representing one Ordinary Share.

At what price were the withheld COMPASS Pathways (CMPS) shares valued for tax purposes?

The 5,962 Ordinary Shares withheld for taxes were valued at $11.25 per share. This price was used to determine the value of shares retained by the issuer to satisfy CEO Kabir Nath’s tax withholding obligations on RSU vesting.

What does the Form 4 code "F" mean in the COMPASS Pathways (CMPS) filing?

In this Form 4, transaction code “F” indicates a tax-withholding disposition. Shares were delivered or withheld by COMPASS Pathways to pay tax liabilities tied to equity awards, rather than being bought or sold in the market.

How are COMPASS Pathways (CMPS) Ordinary Shares related to its American Depositary Shares?

The filing explains that COMPASS Pathways’ Ordinary Shares may be represented by American Depositary Shares. Each American Depositary Share currently represents one Ordinary Share, providing an equivalent economic interest for holders.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Nath Kabir

(Last) (First) (Middle)

C/O COMPASS PATHWAYS PLC

33 BROADWICK STREET

(Street)

LONDON W1F 0DQ

(City) (State) (Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
COMPASS Pathways plc [ CMPS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026

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

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

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

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
Ordinary Shares(1)	08/03/2026		F		5,962(2)	D	$11.25	361,028	D

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

Explanation of Responses:

1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.

2. Represents shares withheld by the Issuer upon vesting of restricted share units to satisfy tax withholding obligations.

Remarks:

	/s/ Meredith Prithviraj by Power of Attorney for Kabir Nath	08/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)