AtaiBeckley cuts COMPASS (NASDAQ: CMPS) holdings to under 5%

Rhea-AI Filing Summary

AtaiBeckley Inc. filed Amendment No. 6 to its Schedule 13D on COMPASS Pathways, reporting beneficial ownership of 4,764,710 ordinary shares, or 4.96% of the company’s ordinary shares outstanding as of October 30, 2025.

The filing notes that 96,017,044 ordinary shares were outstanding on that date and that AtaiBeckley directly holds the reported securities. It lists a series of open market sales of American Depositary Shares between November 24, 2025 and January 21, 2026 at prices generally between about $5.08 and $7.49 per share. As of January 21, 2026, AtaiBeckley states it ceased to be the beneficial owner of more than five percent of COMPASS Pathways’ ordinary shares.

Insights

Equity ownership and filings analyst

Large holder’s stake in COMPASS Pathways falls just below 5%.

AtaiBeckley Inc. now reports beneficial ownership of 4,764,710 COMPASS Pathways ordinary shares, or 4.96% of the 96,017,044 shares outstanding as of October 30, 2025. This reflects a modest reduction from prior >5% status.

The amendment details multiple open market sales of ADSs between November 24, 2025 and January 21, 2026 at weighted average prices ranging from about $5.09 to $7.49. These transactions reduced AtaiBeckley’s holdings enough that it no longer crosses the five percent reporting threshold.

From a governance and disclosure perspective, dropping below five percent means AtaiBeckley is no longer a more-than-5% beneficial owner as of January 21, 2026. Future changes in its position may appear in subsequent ownership reports, but the immediate filing mainly updates stake size and recent trading activity.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

COMPASS Pathways plc

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

20451W101

(CUSIP Number)

Ryan Barrett
c/o atai Life Sciences US, Inc., 250 West 34th Street
New York, NY, 10119
1 929 207 2670

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/21/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 20451W101

1

Name of reporting person

AtaiBeckley Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,764,710.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,764,710.00

11

Aggregate amount beneficially owned by each reporting person

4,764,710.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.96 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares
(b)	Name of Issuer: COMPASS Pathways plc
(c)	Address of Issuer's Principal Executive Offices: 33 Broadwick Street, London, UNITED KINGDOM , W1F 0DQ.
Item 1 Comment: This Amendment No. 6 to Schedule 13D amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the "SEC") on May 24, 2021 (as amended, the "Schedule 13D") relating to the ordinary shares, nominal value _0.008 per ordinary share (the "Ordinary Shares"), of COMPASS Pathways plc, a public limited company under the laws of England and Wales (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D. CUSIP number 20451W101 has been assigned to the American Depositary Shares ("ADSs") of the Issuer, which are quoted on The Nasdaq Stock Market under the symbol "CMPS." Each ADS represents one Ordinary Share of the Issuer. No CUSIP number has been assigned to the Ordinary Shares of the Issuer. Following certain strategic transactions, ATAI Life Sciences N.V. is now known as AtaiBeckley Inc., a Delaware corporation, and its principal executive offices are located at c/o atai Life Sciences US, Inc., c/o Industrious NYC, 250 West 34th Street, New York, New York 10119.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 of the Schedule 13D is amended and restated in its entirety by inserting the following information: The information contained on the cover pages is incorporated by reference to this Item 5. As of January 21, 2026, AtaiBeckley Inc. may be deemed to beneficially own 4,764,710 Ordinary Shares, representing approximately 4.96% of the 96,017,044 Ordinary Shares outstanding as of October 30, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed by the Issuer on November 4, 2025.
(b)	The information contained on the cover pages is incorporated by reference to this Item 5. AtaiBeckley Inc. directly holds the securities reported herein.
(c)	During the 60 days prior to and including January 21, 2026, AtaiBeckley Inc. effected the following open market sales of ADSs representing Ordinary Shares: 11/24/2025: 20,000 shares for a weighted average price of $5.0865 per share. Price range: $5.00 to $5.21. 11/25/2025: 20,000 shares for a weighted average price of $5.1785 per share. Price range: $5.095 to $5.265 11/26/2025: 20,000 shares for a weighted average price of $5.1996 per share. Price range: $5.10 to $5.27 11/28/2025: 20,000 shares for a weighted average price of $5.4482 per share. Price range: $5.25 to $5.555 12/01/2025: 20,000 shares for a weighted average price of $5.2805 per share. Price range: $5.205 to $5.48 12/02/2025: 19,000 shares for a weighted average price of $5.1052 per share. Price range: $5.00 to $5.34 12/03/2025: 19,000 shares for a weighted average price of $5.0744 per share. Price range: $5.00 to $5.16 12/04/2025: 19,000 shares for a weighted average price of $5.3811 per share. Price range: $5.07 to $5.68 01/09/2026: 33,000 shares for a weighted average price of $7.3105 per share. Price range: $7.11 to $7.77 01/12/2026: 47,000 shares for a weighted average price of $7.0056 per share. Price range: $6.86 to $7.225 01/13/2026: 50,000 shares for a weighted average price of $7.1793 per share. Price range: $6.87 to $7.395 01/14/2026: 50,000 shares for a weighted average price of $7.4859 per share. Price range: $7.31 to $7.67 01/15/2026: 50,000 shares for a weighted average price of $7.3517 per share. Price range: $7.16 to $7.74 01/16/2026: 50,000 shares for a weighted average price of $7.3355 per share. Price range: $7.10 to $7.46 01/20/2026: 50,000 shares for a weighted average price of $7.2988 per share. Price range: $7.16 to $7.45 01/21/2026: 48,105 shares for a weighted average price of $7.0475 per share. Price range: $6.905 to $7.405 AtaiBeckley Inc. undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the full information regarding the number of shares sold at each separate price.
(d)	None.
(e)	As of January 21, 2026, AtaiBeckley Inc. ceased to be the beneficial owner of more than five percent of the Ordinary Shares of the Issuer.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

AtaiBeckley Inc.

Signature:	/s/ Anne Johnson
Name/Title:	Anne Johnson, Chief Financial Officer
Date:	02/17/2026