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COMPASS Pathways plc

For the period ended Dec 31, 2025. Filed Mar 24, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 24, 2026

CMPS$9.25+0.8%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibit and Financial Statement Schedules

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) Listing of Documents

  1. Financial Statements

The following financial statements are submitted in a separate section beginning on page F-1 of this Annual Report, as follows:

Page
Report of Independent Registered Public Accounting Firm (PCAOB ID 238)F-3
Report of Independent Registered Public Accounting Firm (PCAOB ID 879)F-3
Consolidated Balance SheetsF-4
Consolidated Statements of Operations and Comprehensive LossF-5
Consolidated Statements of Shareholders’ (Deficit)/EquityF-6
Consolidated Statements of Cash FlowsF-7
Notes to Consolidated Financial StatementsF-8
  1. Financial Statement Schedules

All other schedules have been omitted because they are not required, not applicable, or the required information is otherwise included.

  1. Exhibits

The documents listed in the Exhibit Index of this Annual Report are incorporated by reference or are filed with this Annual Report, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).

INDEX

ExhibitNumber · Description · Incorporation by reference
Schedule/Form · File Number · Exhibit · File Date
3.2Articles of Association of COMPASS Pathways plc.Form F-1/A333-2484843.29/14/2020
4.1Deposit AgreementForm F-6/A333-24851499.(A)9/17/2020
4.2Form of American Depositary Receipt (included in exhibit 4.1).
4.4Form of Lender WarrantForm 8-K001-395224.107/05/2023
4.5Form of PIPE Investor WarrantForm 8-K001-395224.108/16/2023
4.6Form of Pre-Funded WarrantForm 8-K001-395224.101/10/2025
4.7Form of ADS WarrantForm 8-K001-395224.201/10/2025
10.1Investment and shareholders’ agreement by and between COMPASS Rx Limited and the shareholders named therein, dated April 17, 2020 and amended and restated on August 7, 2020.Form F-1333-24848410.18/28/2020
10.2#2020 Employee Share Option and Incentive Plan with Non-Employee Sub-Plan and U.S. Sub-Plan, as amended.Form F-1/A333-24848410.29/14/2020
10.3#2020 Employee Share Purchase PlanForm F-1/A333-24848410.39/14/2020
10.4Form of Deed of Indemnity between COMPASS Pathways plc and each of its Directors and Officers.Form F-1/A333-24848410.69/14/2020
10.5#Form of Non-Qualified Share Option Agreement for Company Employees under the 2020 Share Option and Incentive Plan.Form 8-K001-3952210.202/04/2022
10.6#Restricted share unit award agreement for company employees under the COMPASS Pathways plc 2020 Share Option and Incentive PlanForm 10-K001-3952210.1202/28/2023
10.7#Employment Agreement with Matthew Owens10-K001-3952210.2002/24/2022
10.8Service Agreement by and between Movassate Family Trust and COMPASS Pathways Inc dated August 3, 202110-K001-3952210.2202/24/2022
10.9Master Research Collaboration Agreement by and among COMPASS Pathfinder Limited, King’s College London and South London and Maudsley NHS Foundation Trust, dated March 22, 202210-Q001-3952210.105/10/2022
10.10#Form of Inducement Award Non-Qualified Share Option Agreement.10-Q001-3952210.38/04/2022
10.11License Agreement between Fora Space Limited and COMPASS Pathfinder Limited dated April 4, 2023.10-Q001-3952210.105/11/2023
10.12Securities Purchase Agreement, dated August 16, 2023, by and among the Company and the Purchasers.8-K001-3952210.108/16/2023
10.13Lease Agreement between Azul NYC LLC and COMPASS Pathways, Inc. dated September 28, 2023.10-Q001-3952210.211/2/2023
10.14#Employment Agreement dated May 7, 2020 by and between Compass Pathways and Mary-Rose Hughes, as amended10-K001-3952210.2402/29/2024
10.15#Employment Agreement dated December 6, 2023, by and between Compass Pathways and Teri Loxam.8-K001-3952210.112/07/2023
10.16#Amendment to Employment Agreement dated August 1, 2023 by and between Kabir Nath and Compass Pathways, Inc. dated August 1, 202310-K001-3952210.2602/29/2024
10.17#Employment Agreement with Matthew Owens, as amended effective March 6, 202410-Q001-3952210.105/08/2024
10.18#Amended and Restated Employment Agreement dated May 7, 2025 between Compass Pathfinder Limited and Kabir Nath10-Q001-3952210.105/08/2025
10.19#Settlement Agreement with Matthew Owens dated December 19, 202410-K001-3952210.2202/27/2025
10.20#Amendment dated May 7, 2025 to Employment Agreement dated December 6, 2023 between Compass Pathways, Inc. and Teri Loxam10-Q001-3952210.205/08/2025
10.21#Amended and Restated Employment Agreement dated May 7, 2025 between Compass Pathfinder Limited and Guy Goodwin10-Q001-3952210.305/08/2025
10.22†Amendment No. 1 dated April 30, 2025 to Master Research Collaboration Agreement by and among COMPASS Pathfinder Limited, King’s College London and South London and Maudsley NHS Foundation Trust, dated March 22, 202210-Q001-3952210.405/08/2025
10.23License Agreement and Addendum between Fora Space Limited and COMPASS Pathfinder Limited dated June 6, 2025.10-Q001-3952210.107/31/2025
10.23Second Amendment to Loan and Security Agreement, dated as of June 30, 2023, by and among COMPASS Pathways plc, and its subsidiaries, the lenders party thereto and Hercules Capital, Inc., in its capacity as administrative agent and collateral agent.10-Q001-3952210.27/31/2025
10.24†Third Amendment to Loan and Security Agreement, dated as of June 30, 2023, by and among COMPASS Pathways plc and its subsidiaries, the lenders party thereto and Hercules Capital, Inc., in its capacity as administrative agent and collateral agent.8-K001-3952210.101/07/2026
16.1Letter from PwC UK to the Securities and Exchange Commission, dated April 16, 2025.8-K001-3952216.104/16/2025
19.1Compass Pathways plc Insider Trading Policy10-K001-3952219.102/27/2025
21.1Subsidiaries of COMPASS Pathways plc.Form F-1333-24848421.18/28/2020
23.1*Consent of PricewaterhouseCoopers LLP, an Independent Registered Public Accounting Firm
23.2*Consent of PricewaterhouseCoopers LLP, an Independent Registered Public Accounting Firm
31.1*Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13(a)-14(a)/15d-14(a), by Principal Executive Officer
31.2*Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13(a)-14(a)/15d-14(a), by Principal Finance Officer
32.1**Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Principal Executive Officer and Principle Financial Officer
97.1Compass Pathways plc Compensation Recovery Policy10-K001-3952297.12/29/2024
101.INS*XBRL Instance Document
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
ContentsView on SEC.gov

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