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SCHEDULE 13D/A Filed 2026-09-14 Event 2026-09-11 SEC 0001193125-26-390857 →

Apeiron Investment Group Ltd. AtaiBeckley Inc. ATAI

Stake: Shares: 0 CUSIP: 04650F101 Class: Common stock, par value $0.01 per share

Item 4 — Purpose of Transaction

Item 4 of the Schedule 13D is hereby amended and supplemented in its entirety as follows: As previously disclosed, on July 15, 2026, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Eli Lilly and Company, an Indiana corporation ("Parent"), and Albali Acquisition Corporation, a Delaware corporation and indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which, subject to satisfaction or waiver of the conditions therein, Merger Sub will merge with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. On September 11, 2026 , the Merger was consummated pursuant to the Merger Agreement. At the effective time of the Merger (the "Effective Time"), Merger Sub merged with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Parent. At the Effective Time, each share of Common Stock issued and outstanding immediately prior to the Effective Time (other than (x) shares held in the treasury of the Issuer, owned by the Issuer or any of its subsidiaries, or owned by Parent, Merger Sub or any of their wholly owned subsidiaries, and (y) Dissenting Shares (as defined in the Merger Agreement)) was converted into the right to receive (i) $6.75 (the "Closing Amount") per share in cash, without interest, plus (ii) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones payable in accordance with the terms of a Contingent Value Rights Agreement (the "CVR Agreement") (the foregoing clauses (i) and (ii), collectively, the "Merger Consideration"), less any applicable tax withholding. In connection with the Merger, at the Effective Time, each option to purchase Common Stock granted under an Issuer equity incentive plan (each, a "Company Stock Option") with a per share exercise price less than the Closing Amount that was outstanding immediately prior to the Effective Time, whether or not vested (each, a "Company Cash-Out Stock Option"), was cancelled and, in exchange therefor, the holder of such Company Cash-Out Stock Option became entitled to receive (A) an amount in cash, without interest and less applicable tax withholdings, equal to the product of (1) the total number of shares subject to such Company Cash-Out Stock Option immediately prior to the Effective Time (for Company Cash-Out Stock Options subject to performance-based vesting, assuming applicable performance goals are achieved in full) multiplied by (2) the excess of the Closing Amount over the applicable exercise price per share under such Company Cash-Out Stock Option and (B) one CVR for each share subject to such Company Cash-Out Stock Option immediately prior to the Effective Time (without regard to vesting) (the "Cash-Out Stock Option Consideration"). Accordingly, 55,770,948 shares of Common Stock deemed to be beneficially owned by the Reporting Persons immediately prior to the Effective Time were converted into the right to receive the Merger Consideration. In addition, 2,809,016 Company Stock Options beneficially owned by Christian Angermayer were cancelled and Mr. Angermayer became entitled to receive the Cash-Out Stock Option Consideration therefor. As a result of the Merger, the Reporting Persons ceased to beneficially own any shares of Common Stock.

Cross-References

Insider Activity (last 365d)
0 transactions
0 buys · 0 sales · 0 awards/exercises
Issuer Cluster
3 13D/G filings on this issuer
2 other filings besides this one
Filer Track Record
10 filings by this filer
9 other filings in the data moat
Short Interest · settle 2026-08-31
DTC 2.77
19,201,689 shares short · +13.9% vs prior

Other 13D/G Filings on AtaiBeckley Inc.

FiledFormFilerStakeShares
2026-07-27 SCHEDULE 13G BlackRock, Inc. view →
2026-07-17 SCHEDULE 13D/A Apeiron Investment Group Ltd. 15.40% 55,770,948 view →

Other Filings by Apeiron Investment Group Ltd.

FiledFormIssuerStakeShares
2026-08-20 SCHEDULE 13D/A Enhanced Group Inc. 31.50% 42,304,838 view →
2026-07-24 SCHEDULE 13D/A Enhanced Group Inc. 26.60% 35,945,876 view →
2026-07-17 SCHEDULE 13D/A AtaiBeckley Inc. 15.40% 55,770,948 view →
2026-06-16 SCHEDULE 13D/A Enhanced Group Inc. ENHA 24.40% 29,904,746 view →
2026-05-14 SCHEDULE 13D Enhanced Group Inc. ENHA 24.40% 29,904,746 view →
2025-01-28 SCHEDULE Neuphoria Therapeutics Inc. NEUP 4.50% 72,618 view →
2024-10-07 SC BIONOMICS LIMITED/FI NEUP view →
2023-05-23 SC Sensei Biotherapeutics, Inc. SNSE view →
2022-11-21 SC Sensei Biotherapeutics, Inc. SNSE view →

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