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Form 4 AtaiBeckley Inc. For: Sep 11 Filed by: Apeiron Investment Group Ltd.

September 11, 2026 5:44 PM
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).
1. Name and Address of Reporting Person *
Angermayer Christian

(Last) (First) (Middle)
66 & 67, BEATRICE, AMERY STREET

(Street)
SLIEMA SLM1707

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AtaiBeckley Inc. [ ATAI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
Common Stock 09/11/2026 D 559,232 D (1) (2) 0 D
Common Stock 09/11/2026 D 53,398,214 D (1) (2) 0 (3) I By ApeironInvestmentGroup Ltd.
Common Stock 09/11/2026 D 1,799,302 D (1) (2) 0 I By ApeironPresightCapital FundII, L.P.
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 $ 5.68 09/11/2026 D 624,000 (4) 08/20/2030 Common Stock 624,000 (4) 0 D
Stock Option $ 3.84 09/11/2026 D 64,000 (4) 05/25/2032 Common Stock 64,000 (4) 0 D
Stock Option $ 1.88 09/11/2026 D 17,930 (4) 05/23/2033 Common Stock 17,930 (4) 0 D
Stock Option $ 1.64 09/11/2026 D 1,247,932 (4) 01/05/2034 Common Stock 1,247,932 (4) 0 D
Stock Option $ 2.49 09/11/2026 D 131,698 (4) 06/02/2035 Common Stock 131,698 (4) 0 D
Stock Option $ 2.25 09/11/2026 D 103,000 (4) 06/26/2035 Common Stock 103,000 (4) 0 D
Stock Option $ 4.50 09/11/2026 D 121,968 (4) 06/04/2036 Common Stock 121,968 (4) 0 D
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger dated as of July 15, 2026, by and among AtaiBeckley Inc. (the "Company"), Eli Lilly and Company, an Indiana corporation ("Parent"), and Albali Acquisition Corporation, a Delaware corporation and indirect wholly owned subsidiary of Parent ("Merger Sub"), on September 11, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly owned subsidiary of Parent.
2. At the effective time of the Merger (the "Effective Time"), each share of the Company's common stock, par value $0.01 per share, issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, converted into the right to receive (i) $6.75 per share in cash, without interest, plus (ii) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding.
3. The Reporting Person's prior Form 4 inadvertently reported an incorrect beneficial ownership total, which has been corrected in this Form 4.
4. At the Effective Time, each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one CVR for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).
Apeiron Investment Group Ltd. By: /s/ Sanad Abushala, Director 09/11/2026
** Signature of Reporting Person Date
/s/ Ryan Barrett, Attorney-in-fact 09/11/2026
** 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.
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