AtaiBeckley (ATAI) Proxy filing summary

Executive summary

• Entered into a definitive agreement to be acquired by Eli Lilly and Company, aiming to accelerate the development and global reach of mental health therapies, with the transaction expected to close in Q3 2026 pending shareholder and regulatory approvals.

• The merger is positioned as a strategic move to combine innovative pipelines with Lilly’s global scale and resources, enhancing the ability to deliver treatments for serious mental health conditions.

• Until closing, operations and partnerships will continue as usual, with no immediate changes to ongoing clinical and development programs.

• Forward-looking statements highlight potential benefits, risks, and uncertainties related to the merger, including regulatory approvals, integration challenges, and milestone payments tied to contingent value rights.

Voting matters and shareholder proposals

• Shareholders will be asked to approve the merger agreement at a special meeting, with proxy materials to be distributed following SEC filing.

• The proxy statement will include details on the merger, voting procedures, and relevant information for stockholders.

Board of directors and corporate governance

• Directors, executive officers, and certain employees may participate in the proxy solicitation process for the merger.

• Information on director and executive officer stock ownership and compensation is available in the 2026 Proxy Statement and recent SEC filings.