AtaiBeckley (ATAI) Director Sabrina Johnson Disposes Derivative Awards

What Happened

• Sabrina Martucci Johnson, a director of AtaiBeckley Inc. (ATAI), recorded dispositions of derivative securities on 2026-09-11 tied to the company's merger with Eli Lilly. The filing lists five derivative dispositions: 64,000; 64,000; 103,000; 103,000; and 121,968 — a total of 455,968 option-based shares that were cancelled/converted at the merger effective time.

Key Details

• Transaction date: 2026-09-11 (effective time of the Merger).
• Transaction type: Disposition to issuer (derivative securities cancelled/converted in connection with the merger).
• Price/value reported: N/A for each line in the filing. Per the merger agreement, each cancelled stock option was converted into (A) a cash amount equal to (number of option shares) × (max(0, $6.75 − option exercise price)) and (B) one contingent value right (CVR) per share representing up to $2.50 cash if specified milestones are met, less tax withholdings.
• Shares owned after transaction: Not specified in the supplied filing excerpt.
• Filing timeliness: Reported on the same date as the transaction (2026-09-11), indicating the Form 4 was filed contemporaneously with the Merger.

Context

• These were not open-market sales by the director but automatic conversions/cancellations of outstanding stock options as part of the merger consideration. The director received merger consideration in the form of cash (formula-based, dependent on each option’s exercise price) and CVRs that may pay up to $2.50 per converted option share if future clinical/regulatory milestones are achieved. This type of action reflects deal terms rather than a discretionary insider trade.