COMPASS Pathways (NASDAQ: CMPS) CEO reports tax-withholding share disposition on RSU vesting

Rhea-AI Filing Summary

COMPASS Pathways plc reported a routine insider tax-related transaction by its Chief Executive Officer, Kabir Nath. On March 11, 2026, 13,131 Ordinary Shares were disposed of at $6.89 per share, but this was a tax-withholding disposition rather than an open-market sale. The shares were withheld by the company upon the vesting of restricted share units to cover tax obligations, so the CEO did not actively trade these shares in the market. Following this event, Nath directly owned 191,990 Ordinary Shares. Each Ordinary Share may be represented by an American Depositary Share on the U.S. market.

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

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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^*

Nath Kabir

(Last) (First) (Middle)

C/O COMPASS PATHWAYS PLC

33 BROADWICK STREET

(Street)

LONDON X0 W1F 0DQ

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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
Ordinary Shares(1)	03/11/2026		F		13,131(2)	D	$6.89	191,990	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	03/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

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

COMPASS Pathways reported a routine tax-related disposition by CEO Kabir Nath. On March 11, 2026, 13,131 Ordinary Shares were withheld by the company to satisfy tax obligations arising from vesting restricted share units.

Was the CMPS CEO’s Form 4 transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The 13,131 shares were withheld by COMPASS Pathways to cover tax liabilities on vested restricted share units, a standard administrative process rather than a discretionary sale by the CEO.

How many COMPASS Pathways shares does the CEO hold after this Form 4 event?

After the tax-withholding disposition, CEO Kabir Nath directly holds 191,990 Ordinary Shares of COMPASS Pathways. This figure shows his remaining equity stake following the automatic share withholding related to restricted share unit vesting.

What price per share was reported in the COMPASS Pathways CEO’s tax-withholding transaction?

The Form 4 lists a price of $6.89 per Ordinary Share for the 13,131 shares withheld. This value is used to calculate the tax-withholding amount tied to the vesting of restricted share units, not as an open-market transaction price.

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

Each COMPASS Pathways Ordinary Share may be represented by one American Depositary Share. This one-to-one relationship means the reported Ordinary Share amounts correspond directly to potential ADS holdings traded in U.S. markets.