AtaiBeckley Inc. 8K

Eli Lilly and Company entered into a Voting and Support Agreement with an AtaiBeckley Inc. stockholder requiring the stockholder to support and not impede Eli Lilly’s planned merger with AtaiBeckley.

On July 15, 2026, Eli Lilly and Company entered into a Voting and Support Agreement with a stockholder of AtaiBeckley Inc., in connection with a concurrently signed Agreement and Plan of Merger among Eli Lilly (as Parent), its wholly owned subsidiary Albali Acquisition Corporation (as Merger Sub), and AtaiBeckley Inc. Under this agreement, the stockholder commits during the support period to appear for quorum purposes and vote all owned and subsequently acquired AtaiBeckley shares in favor of adopting the Merger Agreement and related transactions, and against any competing acquisition proposals, adverse board changes, or actions that could impede, impair, or delay the merger. The stockholder also agrees not to transfer or encumber its shares (subject to defined permitted transfer exceptions requiring joinders), not to support or solicit alternative acquisition proposals, and to waive appraisal and similar rights with respect to the merger, while clarifying that nothing in the agreement limits the stockholder’s or its representative’s fiduciary duties if serving as a director, officer, or other fiduciary of the Company. The agreement terminates upon the merger’s effective time, termination of the Merger Agreement, mutual termination, or upon certain adverse amendments to the Merger Agreement affecting the stockholder’s consideration or rights, and provides for specific performance, Delaware governing law, and disclosure of the stockholder’s commitments in SEC filings.

Filing Facts

CIK

2081043

Ticker

ATAI

Form

8K

Source Type

fda

Accession

0001140361-26-028604

Alert Tier

8