8-KFiled Sep 7, 8:00 PM ET

AtaiBeckley Inc. Stockholders Approve Merger With Eli Lilly

$ATAI · AtaiBeckley Inc.

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AtaiBeckley Inc. Stockholders Approve Merger With Eli Lilly

What Happened
AtaiBeckley Inc. announced that its stockholders approved the Agreement and Plan of Merger with Eli Lilly and Company (through Albali Acquisition Corporation) at a virtual special meeting. As of the record date (August 7, 2026) there were 370,864,669 shares outstanding; 243,351,557 shares (approximately 65.6%) were present or represented, satisfying a quorum. The Merger Proposal passed with 237,762,253 votes in favor, 5,033,755 against and 555,549 abstentions. Assuming satisfaction or waiver of all closing conditions, AtaiBeckley expects the merger to close on September 11, 2026.

Key Details

  • Record date/share count: 370,864,669 shares outstanding as of August 7, 2026.
  • Meeting quorum: 243,351,557 shares represented (~65.6%).
  • Merger vote: 237,762,253 For / 5,033,755 Against / 555,549 Abstain.
  • Adjournment vote (not acted upon since merger approved): 229,411,340 For / 12,814,164 Against / 1,126,053 Abstain.
  • Proxy and related materials were filed/mailed on August 10, 2026. Closing expected September 11, 2026, subject to regulatory clearances and other conditions.
  • Filing includes forward-looking statements and lists risks (regulatory approvals, closing conditions, integration, contingent milestone payments, potential litigation).

Why It Matters
This vote moves AtaiBeckley substantially closer to being acquired by Eli Lilly, which will materially change the company’s ownership and operations if the deal closes. Investors should note the expected closing date and that the transaction still depends on regulatory approvals and other conditions described in the filing. The outcome may affect AtaiBeckley’s stock price, potential contingent payments tied to milestones, and the future development of AtaiBeckley’s programs under Lilly’s ownership. Review the definitive proxy and the 8-K for the full list of risks and conditions.