---
schema_version: "secwatch.filing_event.v1"
accession: "0001816590-24-000086"
form_type: "8-K"
ticker: "CMPS"
cik: "0001816590"
company_name: "COMPASS Pathways plc"
filed_at: "2024-05-09T23:59:59+00:00"
generated_at: "2026-06-02T06:46:24.410953+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# Compass Pathways holds AGM; all 12 proposals pass; auditor consent corrected

## Summary
- All 12 proposals at May 9, 2024 AGM passed, including director elections and auditor ratification.
- Directors re-elected: David Norton, Wayne J. Riley, and Daphne Karydas.
- PricewaterhouseCoopers LLP re-appointed as UK statutory auditor and ratified as independent auditor for FY2024.
- Advisory votes on executive compensation, directors' remuneration report, and remuneration policy approved.
- Revised auditor consent filed to correct omission of a registration statement in prior 10-K; no financial impact.

## SEC filing metadata
- accession: 0001816590-24-000086
- form_type: 8-K
- ticker: CMPS
- cik: 0001816590
- company_name: COMPASS Pathways plc
- filed_at: 2024-05-09T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/cmps-20240509.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001816590-24-000086
- JSON: https://secwatch.observer/filing/0001816590-24-000086.json
- Plain text: https://secwatch.observer/filing/0001816590-24-000086.txt

## Key facts
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To receive the U.K. statutory annual accounts and report for the fiscal year ended December 31, 2023. at the 2024-05-09 meeting.
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 7. To receive the U.K. statutory annual accounts and report for the fiscal year ended December 31, 2023. FOR AGAINST WITHHELD BROKER NON-VOTES 41,405,603 42,931 17,819 26,874,569 At the AGM, the shareholders approved the receipt of the U.K. statutory annual accounts and reports for the year ended December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To waive statutory pre-emption rights on the allotment of equity securities up to an aggregate nominal amount of £820,100. at the 2024-05-09 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 12. To waive statutory pre-emption rights on the allotment of equity securities up to an aggregate nominal amount of £820,100 . FOR AGAINST WITHHELD BROKER NON-VOTES 39,274,645 2,138,136 53,572 26,874,569 At the AGM, the Company’s shareholders approved the disapplication of pre-emption rights.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers for the year ended December 31, 2023. at the 2024-05-09 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 10. To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers for the year ended December 31, 2023. FOR AGAINST WITHHELD BROKER NON-VOTES 41,098,542 101,887 265,924 26,874,569 At the AGM, the Company’s shareholders approved, on a non-binding and advisory basis, the compensation of the Company’s named executive officers for the year ended December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To re-elect David Norton as a Director of the Company. at the 2024-05-09 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 1. To re-elect David Norton as a Director of the Company. FOR AGAINST WITHHELD BROKER NON-VOTES 41,410,488 32,297 23,568 26,874,569 At the AGM, David Norton was duly re-elected.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To re-elect Daphne Karydas as a Director of the Company. at the 2024-05-09 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 3. To re-elect Daphne Karydas as a Director of the Company. FOR AGAINST WITHHELD BROKER NON-VOTES 41,406,064 36,970 23,319 26,874,569 At the AGM, Daphne Karydas was duly re-elected.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved Ratification of the appointment of PwC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. at the 2024-05-09 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 5. Ratification of the appointment of PwC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. FOR AGAINST WITHHELD BROKER NON-VOTES 41,396,687 52,712 16,954 26,874,569 At the AGM, the shareholders ratified the appointment of PwC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To receive and approve on an advisory basis the Company's U.K. statutory directors’ remuneration report for the year ended December 31, 2023. at the 2024-05-09 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 8. To receive and approve on an advisory basis the Company's U.K. statutory directors’ remuneration report for the year ended December 31, 2023. FOR AGAINST WITHHELD BROKER NON-VOTES 41,154,238 50,843 261,272 26,874,569 At the AGM, the Company’s shareholders approved on an advisory basis, the directors’ remuneration report for the year ended December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To approve the Company’s U.K. directors’ remuneration policy. at the 2024-05-09 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 9. To approve the Company’s U.K. directors’ remuneration policy. FOR AGAINST WITHHELD BROKER NON-VOTES 41,144,868 63,703 257,782 26,874,569 At the AGM, the Company’s shareholders approved the Company’s U.K. directors’ remuneration policy.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To authorise the directors to allot shares in the Company or grant rights to subscribe for or to convert any security into shares up to an aggregate nominal amount of £820,100. at the 2024-05-09 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 11. To authorise the directors to allot shares in the Company or grant rights to subscribe for or to convert any security into shares up to an aggregate nominal amount of £820,100 . FOR AGAINST WITHHELD BROKER NON-VOTES 39,267,931 2,163,974 34,448 26,874,569 At the AGM, the Company’s shareholders authorized the directors to allot shares in the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To re-appoint PricewaterhouseCoopers LLP, an English limited liability partnership (“PwC”), as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders. at the 2024-05-09 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 4. To re-appoint PricewaterhouseCoopers LLP, an English limited liability partnership (“PwC”), as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders. FOR AGAINST WITHHELD BROKER NON-VOTES 41,400,507 49,393 16,453 26,874,569 At the AGM, the shareholders approved the re-appointment of PwC as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To authorize the Audit and Risk Committee to determine the auditors’ remuneration for the year ending December 31, 2024. at the 2024-05-09 meeting.
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 6. To authorize the Audit and Risk Committee to determine the auditors’ remuneration for the year ending December 31, 2024. FOR AGAINST WITHHELD BROKER NON-VOTES 41,413,468 32,743 20,142 26,874,569 At the AGM, the shareholders authorized the Audit and Risk committee to determine the auditors’ remuneration for the year ending December 31, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm
- Shareholder Votes
  COMPASS Pathways plc shareholders approved To re-elect Wayne J. Riley as a Director of the Company. at the 2024-05-09 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: Proposal 2. To re-elect Wayne J. Riley as a Director of the Company. FOR AGAINST WITHHELD BROKER NON-VOTES 39,378,316 2,064,175 23,862 26,874,569 At the AGM, Wayne J. Riley was duly re-elected.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816590/000181659024000086/0001816590-24-000086-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.