ATAI Life Sciences Announces Director Changes and Compensation Updates

TL;DR

ATAI board shakeup: Rao out, Epstein in. Compensation changes too. Check the filings.

AI Summary

On May 17, 2024, ATAI Life Sciences N.V. filed an 8-K report detailing several key events. These include the departure of Director Dr. Srinivas Rao, the election of Dr. David Epstein as a new director, and changes to compensatory arrangements for certain officers. The filing also covers the submission of matters to a vote of security holders and includes financial statements and exhibits.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in directorship and executive compensation can indicate internal shifts that may affect company direction and stability.

Key Players & Entities

• ATAI Life Sciences N.V. (company) — Registrant
• Dr. Srinivas Rao (person) — Departing Director
• Dr. David Epstein (person) — Elected Director
• May 17, 2024 (date) — Date of earliest event reported

FAQ

Filing Documents

• ef20029704_8k.htm (8-K) — 69KB
• ef20029704_ex99-1.htm (EX-99.1) — 10KB
• image00001.jpg (GRAPHIC) — 3KB
• 0001140361-24-027226.txt ( ) — 225KB
• atai-20240517.xsd (EX-101.SCH) — 4KB
• atai-20240517_lab.xml (EX-101.LAB) — 22KB
• atai-20240517_pre.xml (EX-101.PRE) — 16KB
• ef20029704_8k_htm.xml (XML) — 4KB

02

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 19, 2024, Jason Camm resigned from his position as supervisory director of ATAI Life Sciences N.V. (the "Company" or "atai"). Mr. Camm's resignation was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies and practices. The Company thanks Mr. Camm for his service to the Company and its shareholders.

07

Item 5.07 Submission of Matters to a Vote of Security Holders. On May 17, 2024, atai held its annual general meeting of shareholders (the "Annual Meeting"). As of April 19, 2024, the record date for the Annual Meeting, there were approximately 167,412,657 common shares outstanding. Each common share is entitled to one vote on any matter presented at the Annual Meeting as a voting item. At the Annual Meeting, 73,629,724 of the Company's common shares were present or represented. The following are the voting results for the proposals considered and voted upon at the Annual Meeting, all of which are described in atai's definitive proxy statement filed with the Securities and Exchange Commission on April 22, 2024 (the "Definitive Proxy Statement"). Proposal 1 - The Company's shareholders approved the adoption of Dutch statutory annual accounts over fiscal year 2023. The results were as follows: For Against Abstain Broker Non-votes 45,259,683 327,788 238,159 27,804,094 Proposal 2 - The Company's shareholders approved the appointment of Deloitte & Touche LLP and Deloitte Accountants B.V. as atai's external auditors for fiscal year 2024. The results were as follows: For Against Abstain Broker Non-votes 70,196,126 1,852,601 1,580,997 0 Proposal 3 - The Company's shareholders approved the release of each member of atai's board of supervisory directors and board of managing directors from liability for the exercise of their duties during fiscal year 2023. The results were as follows: For Against Abstain Broker Non-votes 44,812,627 927,084 85,919 27,804,094 Proposal 4 - The Company's shareholders approved the re-appointment of Christian Angermayer as a supervisory director, as described in the Definitive Proxy Statement. The results were as follows: For Against Abstain Broker Non-votes 43,368,121 2,397,690 59,819 27,804,094 Proposal 5 - The Company's shareholders approved the appointment of Scott Braunstein, M.D. as a supervisory direct

01

Item 7.01 Regulation FD Disclosure. On May 23, 2024, the Company issued a press release announcing changes to its supervisory board. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference. The information contained under Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1 ), shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as may be expressly set forth by specific reference in such filing.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1* Press Release of ATAI Life Sciences N.V., dated May 23, 2024. 104 Cover Page Interactive Data File (embedded within the inline XBRL document). * Furnished herewith

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ATAI LIFE SCIENCES N.V. Date: May 23, 2024 By: /s/ Florian Brand Name: Florian Brand Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR