Compass Pathways (CMPS) risk factors, FY2025 10-K

Compass Pathways's FY2025 10-K, filed Mar 24, 2026, lists 81 risk factors in 6 groups. Against the prior year's 92: 7 new, 18 dropped, 27 substantially reworded.

Risk factors listed
816 groups
New this year
7vs 92 last year
Dropped
18since the prior 10-K
Substantially reworded
27of those kept
Section length
63k wordsItem 1A

What the changes say

  • Clinical trial execution and commercial readiness for COMP360 psilocybin treatment dominate operational risks.

What changed since the prior 10-K

New

  • NewRisks Related to Our Financial Position and Need for Additional Capital

    substances could delay or stop our clinical trials or product launches, which could have a material adverse effect on our business, financial position and results of operations

    If COMP360 is scheduled under DEA regulations, strict distribution, security, and administration rules could increase costs and limit commercial uptake.

  • NewRisks Related to Our Financial Position and Need for Additional Capital

    currently not enough trained healthcare professionals to support administration of our investigational COMP360 psilocybin treatment at a commercial scale, and our efforts to facilitate training programs may be unsuccessful

    A shortage of trained healthcare professionals to administer COMP360 at a commercial scale could require us to spend substantial financial resources.

  • NewRisks Related to Our Financial Position and Need for Additional Capital

    viable therapeutic candidates or the generation of significant future revenue, or we may fail to enter into profitable relationships

    We may fail to establish or maintain profitable third-party collaborations, such as our agreement with Saint Joseph's University, for future therapeutic candidates.

  • NewRisks Related to Regulatory Compliance

    the first Trump Administration was subject to an injunction resulting from judicial challenges to the rule, which was formally rescinded by the former Biden Administration in August 2021. Recent CMS proposals, including the GLOBE, GUARD, and GENEROUS proposals, could materially impact our revenue

    Healthcare reform initiatives and drug pricing pressures, including CMS proposals like GLOBE, GUARD, and GENEROUS, could negatively impact revenue.

  • NewRisks Related to Regulatory Compliance

    decide not to do business with us. Any of the foregoing could materially harm our business, prospects, financial condition, and results of operations

    Diverging data protection regimes between the UK and EEA under the GDPR increase our compliance responsibilities and potential liability for personal data.

  • NewRisks Related to Regulatory Compliance

    investigational COMP360 psilocybin treatment or any future therapeutic candidates, and may not be able to obtain a satisfactory financial return on therapeutic candidates that we may develop

    Uncertainty regarding insurance coverage and reimbursement by third-party payors like Medicare and Medicaid could hinder financial returns for COMP360.

  • NewRisks Related to Our Business Operations, Managing Growth and Employee Matters

    Our digital technologies may fail, which may adversely affect our business, financial condition and results of operations

    Inaccuracies or errors in our internally developed or third-party digital technologies used to collect data in clinical trials could harm our business.

Dropped

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    development, research operations or commercialization efforts or grant rights to develop and market products or therapeutic candidates that we would otherwise prefer to develop and market ourselves

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    therefore any cash proceeds that we may receive in relation to the exercise of such PIPE Warrants, will be dependent on the trading price of our ADSs relative to the exercise price

    Funding needs and ADS warrant exercise conditions based on trading price.

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    obtain regulatory approvals, manufacture a commercial-scale product, conduct sales and marketing activities necessary for successful product commercialization or obtain reimbursement in the countries of sale

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    and potential regulatory delays in the testing or approvals of our treatments. Any increased scrutiny could delay or increase the costs of obtaining regulatory approval for COMP360 or any future therapeutic candidates

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    We depend on the enrollment of patients in our clinical trials for COMP360 and any future therapeutic candidates. If we are unable to enroll patients in our clinical trials, our research and development efforts and business, financial condition and results of operations could be materially adversely affected

    PIPE warrants exercise price relative to ADS trading price.

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    Even once enrolled, we may be unable to retain a sufficient number of patients to complete any of our trials

  • DroppedRisks Related to Our Financial Position and Need for Additional Capital

    on our investments. Even if some treatments achieve market access and acceptance, the market may prove not to be large enough to allow us to generate significant revenue

  • DroppedRisks Related to Regulatory Compliance

    administered or interpreted. If we expand our operations, we will need to dedicate additional resources to comply with numerous laws and regulations in each jurisdiction in which we plan to operate

    Unforeseen expenses and transition challenges from clinical to commercial operations.

  • DroppedRisks Related to Regulatory Compliance

    For the year ended December 31, 2024 the Company believes that it meets the R&D intensity condition and has therefore calculated its R&D tax credit at the enhanced rate on the basis that it is research intensive

  • DroppedRisks Related to Regulatory Compliance

    activities, exemplifying the vulnerability of our business to the evolving regulatory environment related to personal data and protected health information

  • DroppedRisks Related to Intellectual Property

    our licensors, licensees or collaboration partners are not fully cooperative or disagree with us as to the prosecution, maintenance or enforcement of any patent rights, such patent rights could be compromised

  • DroppedRisks Related to Intellectual Property

    relevant to our business, our competitive position may be impaired and our business and results of operations may be adversely affected

  • DroppedRisks Related to Our Dependence on Third Parties

    COMP360 and any data generated in IISs may not be predictive of the results in populations or indications in which we are conducting, or plan to conduct, clinical trials

  • DroppedRisks Related to Our Business Operations, Managing Growth and Employee Matters

    Our current and potential future digital technologies may not be successful, which may adversely affect our business, financial condition and results of operations

  • DroppedRisks Related to Our Business Operations, Managing Growth and Employee Matters

    position. While we maintain insurance covering certain security and privacy damages and claim expenses, we may not carry insurance or maintain coverage sufficient to compensate for all liability and in any event, insurance coverage would not address the reputational damage that could result from a security incident

  • DroppedRisks Related to Our Business Operations, Managing Growth and Employee Matters

    or that otherwise disrupted operations, it may be difficult or, in certain cases, impossible, for us to continue our business for a substantial period of time

    Lengthy clinical drug development timelines and trial delays.

  • DroppedRisks Related to the Ownership of Our ADSs

    shareholders on May 9, 2024, which authorization will need to be renewed upon expiration (i.e., at least every five years) but may be sought more frequently for additional five-year terms (or any shorter period)

  • DroppedRisks Related to Our Controls Over Financial Reporting

    If we fail to maintain effective internal controls, we may be unable to produce timely and accurate financial statements, and we may conclude that our internal control over financial reporting is not effective, which could adversely impact our investors’ confidence and our ADS price

Reworded

  • 92% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Our history as a clinical stage company, with no approved products to date may make it difficult for you to evaluate the success of our business to date and to assess our future viability

    Added the risk of failing to obtain regulatory approvals, manufacture commercial-scale products, conduct sales, or secure reimbursement.

    Was: Our limited history as a clinical stage company may make it difficult for you to evaluate the success of our business to date and to assess our future viability

  • 82% rewrittenRisks Related to Regulatory Compliance

    in the UK and EEA, and/or (ii) carried out in the context of the activities of our establishment in the UK and any EEA Member State

    Clarified specific jurisdictional applicability for data processing activities in the UK and EEA under the GDPR.

  • 77% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Fast Track designation, if granted by the FDA, may not actually lead to a faster development or regulatory review or approval process

    Retained FDA Fast Track designation uncertainty without adding new terms.

  • 77% rewrittenRisks Related to the Ownership of Our ADSs

    As an English domiciled public limited company, certain capital structure decisions will require shareholder approval, which may limit our flexibility to manage our capital structure

    Updated shareholder authorization dates and renewal requirements for allotting shares under English law through June 12, 2025.

  • 76% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Outstanding warrants for our securities may not be exercised and we may not receive any additional funds upon the exercise of outstanding warrants

    Updated warrant figures to include 35,059,448 2025 ADS Warrants, noting their full exercise in February 2026 for approximately $203 million.

    Was: The outstanding warrants may not be exercised and we may not receive any additional funds upon the exercise of our outstanding warrants

  • 75% rewrittenRisks Related to Regulatory Compliance

    Recently enacted and future legislation may increase the difficulty and cost for us to obtain marketing approval of, adequate reimbursement for and commercialize our investigational COMP360 psilocybin treatment or any future therapeutic candidates and could have a material adverse effect on our business

    Condensed the introductory description of healthcare reform and ACA impacts on biopharmaceutical financing.

    Was: Recently enacted and future legislation may increase the difficulty and cost for us to obtain marketing approval of and commercialize our investigational COMP360 psilocybin treatment or any future therapeutic candidates and could have a material adverse effect on our business

  • 74% rewrittenRisks Related to Regulatory Compliance

    Failure to comply with health and data protection laws and regulations could lead to U.S. federal and state government enforcement actions, including civil or criminal penalties, private litigation, and adverse publicity and could negatively affect our operating results and business

    Added specific reference to Section 5(a) of the Federal Trade Commission Act regarding consumer personal information security.

  • 74% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    We may not satisfy the conditions set forth in our Loan Agreement with Hercules in order to draw down additional funding on our term loan facility

    Updated Hercules Loan Agreement terms to reflect three tranches totaling up to $100.0 million linked to FDA approvals and commercial milestones.

    Was: We may not satisfy the milestones or conditions set forth in our Loan Agreement with Hercules in order to draw down additional funding on our term loan facility

  • 70% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Research and development of drugs targeting the central nervous system is particularly difficult, which makes it difficult to predict and understand why the drug has a positive effect on some patients but not others

  • 64% rewrittenRisks Related to Regulatory Compliance

    We may be unable to use net operating loss and tax credit carryforwards and certain built-in losses to reduce future tax payments or benefit from favorable UK tax legislation

  • 64% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    If we do not establish commercial capabilities successfully, either on our own or in collaboration with third parties, we may not be successful in commercializing our treatments, which in turn would have a material adverse effect on our business, prospects, financial condition and results of operations

  • 62% rewrittenRisks Related to the Ownership of Our ADSs

    The U.S. Congress and the Trump administration have in the past made, and the Trump administration or any future administration may in the future make, substantial changes to fiscal, tax, and other federal policies that may adversely affect our business

    Was: The U.S. Congress, the Trump administration, or any new administration may make substantial changes to fiscal, tax, and other federal policies that may adversely affect our business

  • 60% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    We are a clinical-stage biotechnology company and have incurred significant losses since our inception. We expect to incur losses for the foreseeable future and may never achieve or maintain profitability

  • 56% rewrittenRisks Related to Intellectual Property

    We rely on patents and other intellectual property rights to protect our investigational COMP360 psilocybin treatment, the enforcement, defense and maintenance of which may be challenging and costly. Failure to enforce or protect these rights adequately could harm our ability to compete and impair our business

  • 53% rewrittenRisks Related to the Ownership of Our ADSs

    We are a “smaller reporting company” and the reduced disclosure requirements applicable to smaller reporting companies may make our securities less attractive to investors

  • 40% rewrittenRisks Related to Our Dependence on Third Parties

    For these reasons, a significant disruptive event of the manufacturing facility could have a material adverse effect on our business, including placing our financial stability at risk

  • 40% rewrittenRisks Related to the Ownership of Our ADSs

    Claims of U.S. civil liabilities may not be enforceable against us

  • 38% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    We will not receive any meaningful amount of additional funds upon the exercise of the Pre-funded Warrants; however, any exercise would increase the number of ADSs outstanding and result in dilution to our existing shareholders

  • 36% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Our operating activities may be restricted as a result of covenants related to our Loan Agreement, which could have a material adverse effect on our business, financial condition and results of operation

  • 33% rewrittenRisks Related to the Ownership of Our ADSs

    Tax authorities may disagree with our positions and conclusions regarding certain tax positions, or may apply existing rules in an unforeseen manner, resulting in unanticipated costs, taxes or non-realization of expected benefits

  • 27% rewrittenRisks Related to Intellectual Property

    We may not be able to protect our intellectual property rights throughout the world and may face difficulties in certain jurisdictions, which may diminish the value of intellectual property rights in those jurisdictions

  • 27% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    We have never commercialized a therapeutic candidate before and may lack the necessary expertise, personnel and resources to successfully commercialize our treatments on our own or with suitable collaborators or on an accelerated timeline

    Was: We have never commercialized a therapeutic candidate before and may lack the necessary expertise, personnel and resources to successfully commercialize our treatments on our own or with suitable collaborators

  • 25% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Developing Centers of Excellence has in the past and may in the future involve significant costs, time and resources. If our efforts are unsuccessful, our business, prospects and financial condition would be adversely affected

  • 25% rewrittenRisks Related to Our Business Operations, Managing Growth and Employee Matters

    Our future growth and ability to compete effectively depends on our ability to manage senior management changes and our ability to retain our key personnel and recruit additional qualified personnel, and on the key personnel employed by our collaborative partners

  • 24% rewrittenRisks Related to the Ownership of Our ADSs

    Unfavorable global economic and geopolitical conditions have in the past and could in the future adversely affect our business, financial condition or results of operations

    Was: Unfavorable global economic conditions have in the past and could in the future adversely affect our business, financial condition or results of operations

  • 21% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    COMP360 contains controlled substances, the use of which may generate public controversy. Adverse publicity or public perception regarding psilocybin or our current or future investigational treatments using psilocybin, or regarding other controlled substances, may negatively influence the success of these treatments

  • 21% rewrittenRisks Related to Our Financial Position and Need for Additional Capital

    Until we can generate sufficient revenue to finance our cash requirements, which we may never do, we expect to finance our future cash needs through a combination of public or private equity offerings, debt financings, strategic collaborations and alliances, licensing arrangements or monetization transactions

All 81 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Financial Position and Need for Additional Capital

  1. 01We are a clinical-stage biotechnology company and have incurred significant losses since our inception. We expect to incur losses for the foreseeable future and may never achieve or maintain profitability60% rewritten
  2. 02Until we can generate sufficient revenue to finance our cash requirements, which we may never do, we expect to finance our future cash needs through a combination of public or private equity offerings, debt financings, strategic collaborations and alliances, licensing arrangements or monetization transactions21% rewritten
  3. 03Outstanding warrants for our securities may not be exercised and we may not receive any additional funds upon the exercise of outstanding warrants76% rewritten
  4. 04We will not receive any meaningful amount of additional funds upon the exercise of the Pre-funded Warrants; however, any exercise would increase the number of ADSs outstanding and result in dilution to our existing shareholders38% rewritten
  5. 05Our history as a clinical stage company, with no approved products to date may make it difficult for you to evaluate the success of our business to date and to assess our future viability92% rewritten
  6. 06We may not satisfy the conditions set forth in our Loan Agreement with Hercules in order to draw down additional funding on our term loan facility74% rewritten
  7. 07Our operating activities may be restricted as a result of covenants related to our Loan Agreement, which could have a material adverse effect on our business, financial condition and results of operation36% rewritten
  8. 08We may not have cash available in an amount sufficient to enable us to make interest or principal payments on our indebtedness when due and our payment obligations may be accelerated upon an event of default
  9. 09We are dependent on the successful development of our investigational COMP360 psilocybin treatment. We cannot give any assurance that COMP360 will successfully complete clinical trials or receive regulatory approval, which is necessary before it can be commercialized
  10. 10may require additional data, including with respect to whether COMP360 has abuse or misuse potential. This may delay approval and any potential rescheduling process
  11. 11substances could delay or stop our clinical trials or product launches, which could have a material adverse effect on our business, financial position and results of operationsNew
  12. 12The potential reclassification of psilocybin and psilocin in the U.S. could create additional regulatory burdens on our operations and negatively affect our results of operations
  13. 13COMP360 contains controlled substances, the use of which may generate public controversy. Adverse publicity or public perception regarding psilocybin or our current or future investigational treatments using psilocybin, or regarding other controlled substances, may negatively influence the success of these treatments21% rewritten
  14. 14Clinical testing is expensive and can take many years to complete, and its outcome is inherently uncertain. Failure can occur at any time during the clinical trial process and our future clinical trial results may not be successful
  15. 15Our clinical trials may fail to demonstrate substantial evidence of the safety and effectiveness of COMP360 or any future product candidates that we may identify and pursue, which would prevent, delay or limit the scope of regulatory approval and commercialization
  16. 16The regulatory approval process of the FDA, the EMA, the MHRA and comparable foreign authorities are lengthy, time-consuming and inherently unpredictable, and if we are ultimately unable to obtain regulatory approval for COMP360 and any future therapeutic candidates, our business will be substantially harmed
  17. 17Research and development of drugs targeting the central nervous system is particularly difficult, which makes it difficult to predict and understand why the drug has a positive effect on some patients but not others70% rewritten
  18. 18We have never commercialized a therapeutic candidate before and may lack the necessary expertise, personnel and resources to successfully commercialize our treatments on our own or with suitable collaborators or on an accelerated timeline27% rewritten
  19. 19If we do not establish commercial capabilities successfully, either on our own or in collaboration with third parties, we may not be successful in commercializing our treatments, which in turn would have a material adverse effect on our business, prospects, financial condition and results of operations64% rewritten
  20. 20currently not enough trained healthcare professionals to support administration of our investigational COMP360 psilocybin treatment at a commercial scale, and our efforts to facilitate training programs may be unsuccessfulNew
  21. 21Commercialization of our COMP360 psilocybin treatment or other psychedelic-based drug candidates is dependent on our relationships with affiliated professional entities, which we do not own, to provide physician services, and our business would be adversely affected if those relationships were disrupted
  22. 22Changes in methods of therapeutic candidate manufacturing or formulation may result in additional costs or delay
  23. 23Fast Track designation, if granted by the FDA, may not actually lead to a faster development or regulatory review or approval process77% rewritten
  24. 24viable therapeutic candidates or the generation of significant future revenue, or we may fail to enter into profitable relationshipsNew
  25. 25Developing Centers of Excellence has in the past and may in the future involve significant costs, time and resources. If our efforts are unsuccessful, our business, prospects and financial condition would be adversely affected25% rewritten
  26. 26We may become exposed to costly and damaging liability claims, either when testing our investigational COMP360 psilocybin treatment or any future therapeutic candidates in the clinic or at the commercial stage, and our product liability insurance may not cover all damages from such claims

Risks Related to Regulatory Compliance

  1. 27We may become subject to U.S. federal and state forfeiture laws which could negatively impact our business operations
  2. 28We are subject to certain tax risks and treatments that could negatively impact our results of operations
  3. 29We may be unable to use net operating loss and tax credit carryforwards and certain built-in losses to reduce future tax payments or benefit from favorable UK tax legislation64% rewritten
  4. 30Recently enacted and future legislation may increase the difficulty and cost for us to obtain marketing approval of, adequate reimbursement for and commercialize our investigational COMP360 psilocybin treatment or any future therapeutic candidates and could have a material adverse effect on our business75% rewritten
  5. 31the first Trump Administration was subject to an injunction resulting from judicial challenges to the rule, which was formally rescinded by the former Biden Administration in August 2021. Recent CMS proposals, including the GLOBE, GUARD, and GENEROUS proposals, could materially impact our revenueNew
  6. 32The distribution of pharmaceutical products is subject to additional requirements and regulations, including licensing, extensive record-keeping, storage and security requirements intended to prevent the unauthorized sale of pharmaceutical products
  7. 33Failure to comply with health and data protection laws and regulations could lead to U.S. federal and state government enforcement actions, including civil or criminal penalties, private litigation, and adverse publicity and could negatively affect our operating results and business74% rewritten
  8. 34European data collection is governed by restrictive privacy and security regulations governing the use, processing and cross-border transfer of personal information
  9. 35in the UK and EEA, and/or (ii) carried out in the context of the activities of our establishment in the UK and any EEA Member State82% rewritten
  10. 36decide not to do business with us. Any of the foregoing could materially harm our business, prospects, financial condition, and results of operationsNew
  11. 37investigational COMP360 psilocybin treatment or any future therapeutic candidates, and may not be able to obtain a satisfactory financial return on therapeutic candidates that we may developNew
  12. 38We could experience difficulty enforcing our contracts

Risks Related to Intellectual Property

  1. 39We rely on patents and other intellectual property rights to protect our investigational COMP360 psilocybin treatment, the enforcement, defense and maintenance of which may be challenging and costly. Failure to enforce or protect these rights adequately could harm our ability to compete and impair our business56% rewritten
  2. 40Issued patents covering one or more of our investigational therapeutics could be found invalid or unenforceable if challenged in court
  3. 41Obtaining and maintaining our patent protection depends on compliance with various procedural, document submission, fee payment and other requirements imposed by governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements
  4. 42If we do not obtain protection under the Hatch-Waxman Amendments and similar foreign legislation for extending the term of patents covering each of our investigational treatments, our business may be materially harmed
  5. 43Intellectual property rights do not necessarily address all potential threats to our competitive advantage
  6. 44We may be subject to claims by third parties asserting that our current or former employees or we have misappropriated their intellectual property, or claiming ownership of what we regard as our own intellectual property
  7. 45Intellectual property litigation could cause us to spend substantial resources, distract our personnel from their normal responsibilities, harming our reputation and our business operations
  8. 46We may not be successful in obtaining or maintaining necessary rights to COMP360 or any future therapeutic candidates through acquisitions and in-licenses
  9. 47investigational treatment or program, which could have a material adverse effect on our business, financial condition, results of operations, and prospects
  10. 48Confidentiality agreements with employees and others may not adequately prevent disclosure of trade secrets and protect other proprietary information
  11. 49If our trademarks and trade names are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business may be adversely affected
  12. 50We may not be able to protect our intellectual property rights throughout the world and may face difficulties in certain jurisdictions, which may diminish the value of intellectual property rights in those jurisdictions27% rewritten
  13. 51Changes in U.S. patent law or the patent law of other countries or jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect our future product candidates

Risks Related to Our Dependence on Third Parties

  1. 52For these reasons, a significant disruptive event of the manufacturing facility could have a material adverse effect on our business, including placing our financial stability at risk40% rewritten

Risks Related to Our Business Operations, Managing Growth and Employee Matters

  1. 53Our future growth and ability to compete effectively depends on our ability to manage senior management changes and our ability to retain our key personnel and recruit additional qualified personnel, and on the key personnel employed by our collaborative partners25% rewritten
  2. 54We face substantial competition and our competitors may discover, develop or commercialize treatments before or more successfully than us, which may result in the reduction or elimination of our commercial opportunities
  3. 55We anticipate that we will face intense and increasing competition as new treatments enter the market
  4. 56If we are not able to maintain and enhance our reputation and brand recognition, our business, financial condition and results of operations will be harmed
  5. 57Our digital technologies may fail, which may adversely affect our business, financial condition and results of operationsNew
  6. 58The increasing use of social media platforms presents new risks and challenges

Risks Related to the Ownership of Our ADSs

  1. 59The market price of our ADSs has been and will likely continue to be volatile and you could lose all or part of your investment
  2. 60Because we have no present intention to pay dividends on our ordinary shares for the foreseeable future, capital appreciation, if any, will be your sole source of gains and you may never receive a return on your investment
  3. 61If securities or industry analysts do not continue to publish research or publish inaccurate research or unfavorable research about our business, the price of our ADSs and trading volume could decline
  4. 62Claims of U.S. civil liabilities may not be enforceable against us40% rewritten
  5. 63Fluctuations in the exchange rate between the U.S. dollar and the pound sterling may increase the risk of holding our ADSs
  6. 64Holders of ADSs may be subject to limitations on the transfer of their ADSs and the withdrawal of the underlying ordinary shares
  7. 65ADS holders may not be entitled to a jury trial with respect to claims arising under the deposit agreement, which could result in less favorable outcomes to the plaintiff(s) in any such action
  8. 66No condition, stipulation or provision of the deposit agreement or ADSs serves as a waiver by any holder or beneficial owner of ADSs or by us or the depositary of compliance with U.S. federal securities laws and the rules and regulations promulgated thereunder
  9. 67We have incurred and will continue to incur increased costs as a result of operating as an English-domiciled public company listed in the U.S., and our board of directors will be required to devote substantial time to new compliance initiatives and corporate governance practices
  10. 68We are a “smaller reporting company” and the reduced disclosure requirements applicable to smaller reporting companies may make our securities less attractive to investors53% rewritten
  11. 69As an English domiciled public limited company, certain capital structure decisions will require shareholder approval, which may limit our flexibility to manage our capital structure77% rewritten
  12. 70Shareholder protections found in provisions under the UK City Code on Takeovers and Mergers, or the Takeover Code, do not apply to us while our place of central management and control is outside of the UK and our securities are not quoted on a UK regulated market
  13. 71The rights of our shareholders may differ from the rights typically offered to shareholders of a U.S. corporation
  14. 72Exchange rate fluctuations may materially affect our results of operations and financial condition
  15. 73Unfavorable global economic and geopolitical conditions have in the past and could in the future adversely affect our business, financial condition or results of operations24% rewritten
  16. 74The U.S. Congress and the Trump administration have in the past made, and the Trump administration or any future administration may in the future make, substantial changes to fiscal, tax, and other federal policies that may adversely affect our business62% rewritten
  17. 75Changes and uncertainties in the tax system in the countries in which we have operations could materially adversely affect our financial condition and results of operations, and reduce net returns to our shareholders
  18. 76Tax authorities may disagree with our positions and conclusions regarding certain tax positions, or may apply existing rules in an unforeseen manner, resulting in unanticipated costs, taxes or non-realization of expected benefits33% rewritten
  19. 77Because we are subject to environmental, health and safety laws and regulations, we may become exposed to liability and substantial expenses in connection with environmental compliance or remediation activities which may adversely affect our business and financial condition
  20. 78We may incur significant costs to comply with these current or future environmental and health and safety laws and regulations. Furthermore, if we fail to comply with such laws and regulations, we could be subject to fines or other sanctions
  21. 79Changes in patent laws or patent jurisprudence could diminish the value of patents in general or prevent us from obtaining patents and thereby impair our ability to protect our investigational treatments
  22. 80Our business is subject to economic, political, regulatory and other risks associated with international operations
  23. 81Our business and operations would suffer in the event of computer system failures, cyber-attacks or deficiencies in our cybersecurity or cybersecurity of our collaborators, vendors and other partners

Other Compass Pathways 10-Ks

  • FY2024 10-K risk factors
    92 risks

    Clinical-stage biotechnology company dependent entirely on the development of investigational COMP360 psilocybin treatment.

    Filed Feb 27, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.