{"filing":{"accession_number":"0001140361-26-036283","cik":"0002081043","ticker":"ATAI","company_name":"AtaiBeckley Inc.","form":"8-K","filing_date":"2026-09-11","report_date":"2026-09-11","primary_document":"ef20081247_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2081043/000114036126036283/ef20081247_8k.htm"},"events":[{"id":32850,"run_id":30202,"accession_number":"0001140361-26-036283","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.96,"summary":"AtaiBeckley Inc. consummated a merger on the Closing Date, whereby the Company became a wholly owned subsidiary of the Merger Sub parent, with common stock converted into merger consideration and equity awards treated according to specified terms. All existing directors and officers resigned and were replaced by directors and officers from Merger Sub, constituting a change of control transaction.","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11","form":"8-K","submitted_at":null,"items":[{"id":36126,"accession_number":"0001140361-26-036283","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 2.01 discloses the consummation of a merger on the Closing Date, whereby common stock was converted into merger consideration and equity awards were treated according to specified terms. The filing explicitly states \"the Merger was consummated\" and details the conversion of shares and treatment of stock options and RSUs, which are hallmarks of a completed material acquisition or change of control transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36130,"accession_number":"0001140361-26-036283","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 discloses the consummation of a merger resulting in a change of control, with the Company becoming a wholly owned subsidiary of Parent. This is a completed material acquisition/change of control event, the core definition of ma_activity. The language \"consummation of the Merger\" and \"change in control\" are unmistakable indicators of a completed M\u0026A transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36131,"accession_number":"0001140361-26-036283","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The section discloses a merger completion (the \"Effective Time\") where all existing directors and officers resigned and were replaced by directors and officers from Merger Sub, indicating a change of control transaction. While Item 5.02 covers executive changes, the central event is the merger itself (referenced to Item 2.01), making this a material acquisition/change of control. The retention bonus to Kochendoerfer is ancillary to the merger transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36132,"accession_number":"0001140361-26-036283","item_number":"5.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"Although Item 5.03 nominally covers amendments to articles and bylaws, the disclosure explicitly references Item 2.01 (Completion of Acquisition or Disposition of Assets) and describes amendments made \"in accordance with the terms of the Merger Agreement\" at the \"Effective Time.\" This language indicates the amendments are incidental to a completed merger transaction, making the material event the M\u0026A activity itself rather than routine governance amendments.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32851,"run_id":30202,"accession_number":"0001140361-26-036283","anchor_item_number":"3.01","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"summary":"Following the merger consummation, AtaiBeckley Inc. notified Nasdaq of the transaction and requested suspension of trading and delisting of its Common Stock via Form 25, with intent to file Form 15 to terminate registration and reporting obligations.","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11","form":"8-K","submitted_at":null,"items":[{"id":36127,"accession_number":"0001140361-26-036283","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that AtaiBeckley Inc. has notified Nasdaq of the consummation of a merger and requested suspension of trading and delisting of its Common Stock via Form 25, with intent to file Form 15 to terminate registration and reporting obligations. This is a material delisting event triggered by a merger transaction, directly implicating Item 3.01's scope.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32852,"run_id":30202,"accession_number":"0001140361-26-036283","anchor_item_number":"3.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.65,"summary":"Material modifications to security holder rights were implemented in connection with the merger transaction, arising from the significant corporate restructuring and change of control.","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11","form":"8-K","submitted_at":null,"items":[{"id":36128,"accession_number":"0001140361-26-036283","item_number":"3.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.65,"reasoning":"Item 3.03 addresses material modifications to security holder rights, which is inherently a governance matter. The section incorporates by reference Items 2.01 (business combination), 3.01 (delisting), 5.01 (changes in control), and 5.03 (amendments to articles/bylaws), suggesting the modification arises from a significant corporate transaction or structural change. Without the full text of those referenced items, the specific nature of the rights modification cannot be determined, but the governance domain is clear.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":36126,"accession_number":"0001140361-26-036283","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 2.01 discloses the consummation of a merger on the Closing Date, whereby common stock was converted into merger consideration and equity awards were treated according to specified terms. The filing explicitly states \"the Merger was consummated\" and details the conversion of shares and treatment of stock options and RSUs, which are hallmarks of a completed material acquisition or change of control transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11"},{"id":36127,"accession_number":"0001140361-26-036283","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that AtaiBeckley Inc. has notified Nasdaq of the consummation of a merger and requested suspension of trading and delisting of its Common Stock via Form 25, with intent to file Form 15 to terminate registration and reporting obligations. This is a material delisting event triggered by a merger transaction, directly implicating Item 3.01's scope.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11"},{"id":36128,"accession_number":"0001140361-26-036283","item_number":"3.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.65,"reasoning":"Item 3.03 addresses material modifications to security holder rights, which is inherently a governance matter. The section incorporates by reference Items 2.01 (business combination), 3.01 (delisting), 5.01 (changes in control), and 5.03 (amendments to articles/bylaws), suggesting the modification arises from a significant corporate transaction or structural change. Without the full text of those referenced items, the specific nature of the rights modification cannot be determined, but the governance domain is clear.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11"},{"id":36130,"accession_number":"0001140361-26-036283","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 discloses the consummation of a merger resulting in a change of control, with the Company becoming a wholly owned subsidiary of Parent. This is a completed material acquisition/change of control event, the core definition of ma_activity. The language \"consummation of the Merger\" and \"change in control\" are unmistakable indicators of a completed M\u0026A transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11"},{"id":36131,"accession_number":"0001140361-26-036283","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The section discloses a merger completion (the \"Effective Time\") where all existing directors and officers resigned and were replaced by directors and officers from Merger Sub, indicating a change of control transaction. While Item 5.02 covers executive changes, the central event is the merger itself (referenced to Item 2.01), making this a material acquisition/change of control. The retention bonus to Kochendoerfer is ancillary to the merger transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11"},{"id":36132,"accession_number":"0001140361-26-036283","item_number":"5.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"Although Item 5.03 nominally covers amendments to articles and bylaws, the disclosure explicitly references Item 2.01 (Completion of Acquisition or Disposition of Assets) and describes amendments made \"in accordance with the terms of the Merger Agreement\" at the \"Effective Time.\" This language indicates the amendments are incidental to a completed merger transaction, making the material event the M\u0026A activity itself rather than routine governance amendments.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T13:18:50.104956+00:00","company_name":"AtaiBeckley Inc.","ticker":"ATAI","filing_date":"2026-09-11"}]}
