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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Akili, Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| November 13, 2024 |
AKLI / Akili, Inc. / Beryl Capital Management LLC Passive Investment SC 13G/A 1 akli13ga1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| August 9, 2024 |
AKLI / Akili, Inc. / Neuberger Berman Group LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Akili, Inc. (Name of Issuer) Common (Title of Class of Securities) 00974B107 (CUSIP Number) July 31, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| August 5, 2024 |
AKLI / Akili, Inc. / BAILLIE GIFFORD & CO Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 AKILI, Inc. (Amendment No.2) - (Name of Issuer) Common Stock - (Title of Class of Securities) 00974B107 - (CUSIP Number) 31 July 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] R |
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| July 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-256723 AKILI, INC. (Exact name of registrant as specified in its charter |
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| July 9, 2024 |
AKLI / Akili, Inc. / PureTech Health plc - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Akili, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Bharatt Chowrira PureTech Health plc 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telep |
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| July 5, 2024 |
AKLI / Akili, Inc. / Palihapitiya Chamath - SCHEDULE 13D, AMENDMENT NO. 3 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Chamath Palihapitiya c/o SC Master Holdings, LLC 506 Santa Cruz Avenue, Suite 300 Menlo Park, California 94025 (Name, Address a |
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| July 5, 2024 |
AKLI / Akili, Inc. / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00 |
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| July 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) Akili, Inc. (Name of Subject Company) Akili, Inc. (Name of Persons Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00974B107 (CUSIP Number of Class of S |
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| July 2, 2024 |
As filed with the Securities and Exchange Commission on July 2, 2024 As filed with the Securities and Exchange Commission on July 2, 2024 Registration No. |
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| July 2, 2024 |
As filed with the Securities and Exchange Commission on July 2, 2024 As filed with the Securities and Exchange Commission on July 2, 2024 Registration No. |
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| July 2, 2024 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION AKILI, INC. (a Delaware corporation) Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AKILI, INC. (a Delaware corporation) I. The name of this corporation is Akili, Inc. (the “Corporation”). II. The registered office of the Corporation in the State of Delaware shall be Corporation Trust Center, 1209 Orange Street, City of Wilmington, County of New Castle, Zip Code 19801, and the name of the registered agent of the cor |
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| July 2, 2024 |
AKILI, INC. AMENDED AND RESTATED BYLAWS (adopted effective as of July 2, 2024) ARTICLE I Exhibit 3.2 AKILI, INC. (Delaware) AMENDED AND RESTATED BYLAWS (adopted effective as of July 2, 2024) ARTICLE I Offices Section 1.1 Registered Office. The corporation shall maintain a registered office and registered agent in the State of Delaware. The registered office and/or registered agent of the corporation may be changed from time to time by action of the board of directors. Section 1.2 Othe |
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| July 2, 2024 |
As filed with the Securities and Exchange Commission on July 2, 2024 As filed with the Securities and Exchange Commission on July 2, 2024 Registration No. |
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| July 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 2, 2024 Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| July 2, 2024 |
Virtual Therapeutics Announces Results of Tender Offer to Acquire Akili Interactive Exhibit (a)(5)(B) Virtual Therapeutics Announces Results of Tender Offer to Acquire Akili Interactive Kirkland, Wash. |
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| July 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) AKILI, INC. (Name of Subject Company (Issuer)) ALPHA MERGER SUB, INC. (Name of Filing Persons) (Offeror) VIRTUAL THERAPEUTICS CORPORATION (Name of Filing Persons) (Parent of Offeror) Common Stock, Par |
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| June 18, 2024 |
Exhibit 99.1 Akili Announces FDA Authorization of EndeavorOTC, the First FDA Clearance of a Digital Treatment for Adults with ADHD Through a Video Game Clinically proven to improve attention function, EndeavorOTC® is the first and only digital therapeutic cleared by FDA as an over-the-counter treatment for adults with ADHD BOSTON, Mass. – June 18, 2024 – Akili, Inc. (Nasdaq: AKLI), a leading digit |
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| June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 18, 2024 Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| June 10, 2024 |
AKLI / Akili, Inc. / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) May 29, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| June 5, 2024 |
TABLE OF CONTENTS SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. ) Akili, Inc. (Name of Subject Company) Akili, Inc. (Name of Persons Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00974B107 (CUSIP Number of Class o |
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| June 3, 2024 |
Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of AKILI, INC. |
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| June 3, 2024 |
Exhibit (a)(1)(C) Offer to Purchase All Outstanding Shares of Common Stock of AKILI, INC. |
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| June 3, 2024 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables SC TO-T (Form Type) Akili, Inc. (Name of Subject Company – Issuer) Alpha Merger Sub, Inc. (Names of Filing Persons — Offeror) Virtual Therapeutics Corporation (Names of Filing Persons — Parent of Offeror) Table 1: Transaction Valuation Transaction Valuation* Fee Rate Amount of Filing Fee** Fees to Be Paid $35,000,000 0.00014760 $5,166 Fees Previously Pa |
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| June 3, 2024 |
Exhibit (a)(1)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). |
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| June 3, 2024 |
Exhibit (d)(4) May 8, 2024 CONFIDENTIAL Akili, Inc. 71 Commercial Street, Mailbox 312 Boston, MA 02109 Ladies and Gentlemen: This letter agreement sets forth the terms upon which Virtual Therapeutics Corporation, a Delaware corporation (“Buyer”), agrees to continue discussions regarding a potential negotiated transaction (a “Transaction”) with Akili, Inc., a Delaware corporation (the “Company”). I |
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| June 3, 2024 |
Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of AKILI, INC. |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 AKILI, INC. (Name of Subject Company (Issuer)) ALPHA MERGER SUB, INC. (Name of Filing Persons) (Offeror) VIRTUAL THERAPEUTICS CORPORATION (Name of Filing Persons) (Parent of Offeror) Common Stock, Par Value $0.0001 Per |
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| June 3, 2024 |
Exhibit (d)(2) 9 April 2024 CONFIDENTIALITY AGREEMENT VIA ELECTRONIC DELIVERY Virtual Therapeutics Corp. |
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| June 3, 2024 |
TABLE OF CONTENTS Exhibit (a)(1)(A) Offer to Purchase All Outstanding Shares of Common Stock of AKILI, INC. |
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| May 31, 2024 |
AKLI / Akili, Inc. / Palihapitiya Chamath - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Chamath Palihapitiya c/o SC Master Holdings, LLC 506 Santa Cruz Avenue, Suite 300 Menlo Park, California 94025 (Name, Address a |
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| May 31, 2024 |
Goodwin Procter The New York Times Building 620 Eighth Avenue New York, NY 10018 May 31, 2024 VIA EDGAR U. |
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| May 30, 2024 |
AKLI / Akili, Inc. / PureTech Health plc - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Akili, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Bharatt Chowrira PureTech Health plc 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telep |
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| May 30, 2024 |
United States securities and exchange commission logo May 30, 2024 Matthew Franklin President and Chief Financial Officer Akili, Inc. |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Akili, Inc. (Name of Subject Company) Akili, Inc. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00974B107 (CUSIP Number of Common Stock) Matthe |
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| May 29, 2024 |
CEO Letter to Employees – May 29, 2024 Exhibit 99.2 [CONFIDENTIAL] CEO Letter to Employees – May 29, 2024 Subject: Exciting News – Akili to Combine with Virtual Therapeutics Akilians, As discussed at our recent all-hands meeting, we have been working with an external advisor to explore strategic options for Akili that will enable us to leverage our considerable strengths while helping us address key business model gaps. As a part of th |
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| May 29, 2024 |
Form of Partner/Third Party/Vendor Template Communication Exhibit 99.3 [CONFIDENTIAL] Form of Partner/Third Party/Vendor Template Communication This filing relates to the proposed transaction pursuant to the terms of the Agreement and Plan of Merger (the “Merger Agreement”), dated May 29, 2024, by and among Virtual Therapeutics Corporation (“Parent” or “Virtual Therapeutics”) a Delaware corporation, Alpha Merger Sub, Inc. (“Purchaser”), a Delaware corpor |
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| May 29, 2024 |
Exhibit 2.1 PRIVILEGED & CONFIDENTIAL AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 29, 2024 AMONG VIRTUAL THERAPEUTICS CORPORATION, ALPHA MERGER SUB, INC. AND AKILI, INC. Table of contents ARTICLE I DEFINITIONS 2 SECTION 1.01 Definitions. 2 SECTION 1.02 Interpretation and Rules of Construction. 15 ARTICLE II THE OFFER 16 SECTION 2.01 The Offer. 16 SECTION 2.02 Company Actions. 18 ARTICLE III THE M |
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| May 29, 2024 |
Akili Employee FAQs – May 29, 2024 Exhibit 99.1 [CONFIDENTIAL] Akili Employee FAQs – May 29, 2024 This filing relates to the proposed transaction pursuant to the terms of the Agreement and Plan of Merger (the “Merger Agreement”), dated May 29, 2024, by and among Virtual Therapeutics Corporation (“Parent” or “Virtual Therapeutics” or “VT”) a Delaware corporation, Alpha Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a who |
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| May 29, 2024 |
Exhibit 99.1 PRIVILEGED & CONFIDENTIAL ATTORNEY WORK PRODUCT EXHIBIT C SUPPORT AGREEMENT This SUPPORT AGREEMENT (“Agreement”), dated as of May 29, 2024, is made by and among Virtual Therapeutics Corporation, a Delaware corporation (“Parent”), Alpha Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned holder (“Stockholder”) of shares o |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date Earliest Event Reported): May 29, 2024 Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AKILI, INC. (Name of Subject Company) ALPHA MERGER SUB, INC. (Offeror) A Wholly Owned Subsidiary of VIRTUAL THERAPEUTICS CORPORATION (Parent of Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Akili, Inc. (Name of Subject Company) Akili, Inc. (Name of Person(s) Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 00974B107 (CUSIP Number of Class of Se |
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| May 29, 2024 |
Akili to operate as wholly owned subsidiary of Virtual Therapeutics Exhibit 99.2 Virtual Therapeutics, Akili Interactive Enter Into Definitive Merger Agreement to Establish Leading Digital Health Company Akili to operate as wholly owned subsidiary of Virtual Therapeutics Kirkland, Wash., and Boston, Mass., May 29, 2024 – Virtual Therapeutics, a company focused on improving mental health at scale using engaging, immersive games, and Akili, Inc. (Nasdaq: AKLI), a le |
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| May 29, 2024 |
Exhibit 99.1 Virtual Therapeutics, Akili Interactive Enter Into Definitive Merger Agreement to Establish Leading Digital Health Company Akili to operate as wholly owned subsidiary of Virtual Therapeutics Kirkland, Wash., and Boston, Mass., May 29, 2024 – Virtual Therapeutics, a company focused on improving mental health at scale using engaging, immersive games, and Akili, Inc. (Nasdaq: AKLI), a le |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 14, 2024 (May 14, 2024) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q tROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40558 Akili, Inc. |
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| May 14, 2024 |
Exhibit 99.1 Akili Reports First Quarter 2024 Financial Results and Provides Business Update Company announces full voluntary prepayment of debt and termination of Amended & Restated Loan and Security Agreement with Silicon Valley Bank Following recent restructuring, focusing efforts primarily on supporting existing customers, executing the amended agreement with Shionogi, and evaluating potential |
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| April 30, 2024 |
Exhibit 99.1 Akili Announces Amended Agreement with Shionogi, Shift in Corporate Strategy and Release Date for First Quarter 2024 Financial Results Shionogi amendment provides Akili with near-term cash payments and cancellation of debt obligation Company announces exploration of strategic alternatives and associated workforce reduction Company to release first quarter 2024 financial results on May |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2024 (April 26, 2024) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Commis |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 23, 2024 (April 17, 2024) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 6, 2024 |
UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION Washington,D.C.20549 FORM10-K (MarkOne) ANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF1934 ForthefiscalyearendedDecember31,2023 OR TRANS R R ITION REPORT PURSUANTTO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 FOR THE TRANS R R ITIONPERIODFROM TO CommissionFileNumber001-40558 Akili,Inc. (ExactnameofRegistrantasspec |
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| March 6, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only ( |
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| March 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Ru |
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| February 29, 2024 |
Subsidiaries of the Registrant. Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Akili Interactive Labs, Inc. Delaware Akili Securities Corporation (a wholly owned subsidiary of Akili Interactive Labs, Inc.) Delaware |
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| February 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Akili, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity 2022 Stock Option and Incentive Pl |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40558 Akili, Inc. (Ex |
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| February 29, 2024 |
Akili, Inc. Compensation Recovery Policy Exhibit 97 AKILI, INC. COMPENSATION RECOVERY POLICY Adopted as of August 2, 2023 (Effective Date: October 2, 2023) The Board of Directors of Akili, Inc., a Delaware corporation (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below. 1. Overview The Policy sets forth the circumstances and procedures under which the Company shall recover Erroneously Awarded Co |
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| February 29, 2024 |
Exhibit 10.18 INITIALS © 2019 AIR CRE. All Rights Reserved. SBMT-8.03, Revised 10-22-2020 INITIALS Page 1 of 7 COMMERCIAL SUBLEASE 1. Basic Provisions ("Basic Provisions"). 1.1 Parties: This Sublease ("Sublease"), dated for reference purposes only May 15,2023 , is made by and between Akili Interactive Labs, Inc. ("Sublessor") and Phoenix American Incorporated, a Nevada corporation ("Sublessee"), ( |
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| February 29, 2024 |
Power of Attorney (included on signature page). As filed with the Securities and Exchange Commission on February 29, 2024 Registration No. |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 26, 2024 (February 26, 2024) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) ( |
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| February 26, 2024 |
EX-99.1 Exhibit 99.1 Akili Announces Positive Results from Shionogi’s Phase 3 Clinical Trial of Localized Version of Akili’s EndeavorRx® for Pediatric ADHD Patients in Japan Japanese Product Now Under Review for Nationwide Marketing Approval BOSTON, Mass – February 26, 2024 – Akili, Inc. (Nasdaq: AKLI), a leading digital medicine company, today announced that its Japanese partner Shionogi & Co. Lt |
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| February 23, 2024 |
PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 21, 2024 |
Exhibit 99.1 Akili Announces Release Date for Fourth Quarter and Full Year 2023 Financial Results, Provides Investor Communications and Board and Corporate Governance Updates Plans to disclose Q4/FY 2023 financial results on February 29, 2024; CEO Matthew Franklin to participate in fireside chat at TD Cowen’s 44th Annual Healthcare Conference on March 4, 2024 Appointed John Spinale to Board of Dir |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 21, 2024 (February 16, 2024) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) ( |
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| February 13, 2024 |
US00974B1070 / AKILI INC-CL A / Cowen Aaron Passive Investment SC 13G/A 1 d1097901713g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 12, 2024 |
US00974B1070 / AKILI INC-CL A / Neuberger Berman Group LLC Passive Investment SC 13G 1 formsc13g-02122024070252.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Akili, Inc. (Name of Issuer) Common (Title of Class of Securities) 00974B107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi |
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| January 29, 2024 |
US00974B1070 / AKILI INC-CL A / BAILLIE GIFFORD & CO Passive Investment SC 13G/A 1 Akili29122023.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 AKILI, Inc. (Amendment No.1) - (Name of Issuer) Common Stock - (Title of Class of Securities) 00974B107 - (CUSIP Number) 29 December 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 5, 2024 (January 3, 2024) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Comm |
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| December 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 20, 2023 (December 19, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) ( |
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| December 18, 2023 |
EX-99.1 Exhibit 99.1 EndeavorRx®, World’s First and Only Prescription Video Game Treatment, Secures FDA Label Expansion for Pediatric ADHD Patients Aged 13-17 Akili’s Clinically Proven Digital Medicine Now Authorized for Children 8-17, Opening Option to More Patients as Ongoing Stimulant Shortage Persists BOSTON, Mass–(BUSINESS WIRE)—December 18, 2023 – Akili, Inc. (Nasdaq: AKLI), a leading digita |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 18, 2023 (December 18, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) ( |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q tROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40558 Akili, Inc. |
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| November 9, 2023 |
Exhibit 99.1 Akili Reports Third Quarter 2023 Financial Results and Provides Business Update Reports third quarter total revenues of $702 thousand, representing more than 5x growth over the second quarter of 2023, and positive gross margins of ~60% in the quarter Company has filed EndeavorOTC with FDA as an over-the-counter treatment for adults with ADHD BOSTON, Mass. –November 9, 2023– Akili, Inc |
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| November 9, 2023 |
Non-Employee Director Compensation Policy of the Company, as amended on August 2, 2023 Exhibit 10.2 AKILI, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (as amended, the “Policy”), effective August 19, 2022 (the “Effective Date”) and as amended effective as of May 3, 2023 (such date, the “Post-Amendment Effective Date”), of Akili, Inc. (the “Company”) is to provide a total compensation package that enables the Company to |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 9, 2023 (November 9, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Co |
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| November 9, 2023 |
EXECUTION VERSION - CONFIDENTIAL Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AKILI INTERACTIVE LABS, INC. ADVISOR AGREEMENT This Advisor Agreement (“Agreement”) is made and entered into as of October 5, 2023 (the “Effective Date”), by and bet |
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| October 27, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 27, 2023 (October 24, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Co |
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| October 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 6, 2023 (October 4, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) (Comm |
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| October 6, 2023 |
US00974B1070 / AKILI INC-CL A / Palihapitiya Chamath - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Chamath Palihapitiya c/o SC Master Holdings, LLC 506 Santa Cruz Avenue, Suite 300 Menlo Park, California 94025 (Name, Address a |
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| October 6, 2023 |
EX-99.1 Exhibit 99.1 Akili Announces Leadership Transition Co-founder and CEO Eddie Martucci, Ph.D. transitions to role of Board chair; Matt Franklin, president and chief operating officer of Akili, appointed president and chief executive officer BOSTON – October 6, 2023 – Akili, Inc. (Nasdaq: AKLI), a leading digital medicine company, today announced that Eddie Martucci transitioned to the role o |
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| September 27, 2023 |
As filed with the Securities and Exchange Commission on September 27, 2023 As filed with the Securities and Exchange Commission on September 27, 2023 Registration No. |
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| September 13, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 8 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement on Fo |
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| September 13, 2023 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 13, 2023 (September 8, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 92-3654772 (State or Other Jurisdiction of Incorporation) |
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| September 13, 2023 |
Exhibit 99.1 Akili Announces Business Transformation, Focusing on Non-prescription Model Non-prescription model will increase patient access to clinically-validated non-drug treatments and reduce Akili’s reliance on intermediaries Continued growth in consumer demand and engagement for EndeavorOTCTM during its initial three months on the market affirms viability of consumer-led subscription model L |
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| September 5, 2023 |
As filed with the Securities and Exchange Commission on September 5, 2023 Table of Contents As filed with the Securities and Exchange Commission on September 5, 2023 Registration No. |
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| August 10, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 7 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement on Fo |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 10, 2023 (August 10, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Comm |
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| August 10, 2023 |
Exhibit 10.2 INITIALS © 2019 AIR CRE. All Rights Reserved. SBMT-8.03, Revised 10-22-2020 INITIALS Page 1 of 7 COMMERCIAL SUBLEASE 1. Basic Provisions ("Basic Provisions"). 1.1 Parties: This Sublease ("Sublease"), dated for reference purposes only May 15,2023 , is made by and between Akili Interactive Labs, Inc. ("Sublessor") and Phoenix American Incorporated, a Nevada corporation ("Sublessee"), (c |
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| August 10, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 6 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement on Fo |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q tROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 u FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40558 w Akili, Inc. |
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| August 10, 2023 |
EX-99.1 Exhibit 99.1 Akili Reports Second Quarter 2023 Financial Results and Provides Business Update EndeavorRx® prescriptions in pediatric ADHD market grew 27% in Q2 2023 over Q1 2023 Company is preparing FDA submission for EndeavorOTCTM as over-the-counter treatment, following its June 2023 product release in the adult ADHD market Company reaffirms FY 2023 expense guidance of $55M - $60M of non |
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| August 10, 2023 |
LETTER AGREEMENT April 14, 2023 EXHIBIT 10.1 LETTER AGREEMENT April 14, 2023 Reference is made to a certain Amended and Restated Loan and Security Agreement dated as of May 25, 2021 by and among (a) SILICON VALLEY BANK, A DIVISION OF FIRST-CITIZENS BANK & TRUST COMPANY (SUCCESSOR BY PURCHASE TO THE FEDERAL DEPOSIT INSURANCE CORPORATION AS RECEIVER FOR SILICON VALLEY BRIDGE BANK, N.A. (AS SUCCESSOR TO SILICON VALLEY BANK)) (“SVB” |
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| August 10, 2023 |
LETTER AGREEMENT April 14, 2023 EXHIBIT 10.1 LETTER AGREEMENT April 14, 2023 Reference is made to a certain Amended and Restated Loan and Security Agreement dated as of May 25, 2021 by and among (a) SILICON VALLEY BANK, A DIVISION OF FIRST-CITIZENS BANK & TRUST COMPANY (SUCCESSOR BY PURCHASE TO THE FEDERAL DEPOSIT INSURANCE CORPORATION AS RECEIVER FOR SILICON VALLEY BRIDGE BANK, N.A. (AS SUCCESSOR TO SILICON VALLEY BANK)) (“SVB” |
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| August 10, 2023 |
Exhibit 10.2 INITIALS © 2019 AIR CRE. All Rights Reserved. SBMT-8.03, Revised 10-22-2020 INITIALS Page 1 of 7 COMMERCIAL SUBLEASE 1. Basic Provisions ("Basic Provisions"). 1.1 Parties: This Sublease ("Sublease"), dated for reference purposes only May 15,2023 , is made by and between Akili Interactive Labs, Inc. ("Sublessor") and Phoenix American Incorporated, a Nevada corporation ("Sublessee"), (c |
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| June 7, 2023 |
EX-99.1 Exhibit 99.1 Akili Releases EndeavorOTCTM Video Game Treatment to Improve Attention in Adults with ADHD Amid growing mental health crisis, the product release enables immediate access to non-drug treatment option as Akili prepares FDA submission Available nationwide without a prescription, clinical data shows improvements in focus in 83% of adults with ADHD BOSTON, MA, June 7, 2023 – Akili |
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| June 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 7, 2023 (June 6, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 7, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 5 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement |
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| May 12, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 12, 2023 (May 11, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorp |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q tROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 u FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40558 w Akili, Inc. |
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| May 12, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 4 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement on Fo |
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| May 12, 2023 |
EX-99.1 Exhibit 99.1 Akili Reports First Quarter 2023 Financial Results and Provides Business Update EndeavorRx® prescriptions for children with ADHD increased 32% in Q1 2023 over Q4 2022 Pivotal study in adults with ADHD showed significant improvements in attention and clinical outcomes, exceeding those observed in other age groups; Akili plans to include data in FDA regulatory submission later t |
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| May 12, 2023 |
EXHIBIT 10.1 LETTER AGREEMENT April 14, 2023 Reference is made to a certain Amended and Restated Loan and Security Agreement dated as of May 25, 2021 by and among (a) SILICON VALLEY BANK, A DIVISION OF FIRST-CITIZENS BANK & TRUST COMPANY (SUCCESSOR BY PURCHASE TO THE FEDERAL DEPOSIT INSURANCE CORPORATION AS RECEIVER FOR SILICON VALLEY BRIDGE BANK, N.A. (AS SUCCESSOR TO SILICON VALLEY BANK)) (“SVB” |
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| May 11, 2023 |
EX-99.1 Exhibit 99.1 Akili Reports First Quarter 2023 Financial Results and Provides Business Update EndeavorRx® prescriptions for children with ADHD increased 32% in Q1 2023 over Q4 2022 Pivotal study in adults with ADHD showed significant improvements in attention and clinical outcomes, exceeding those observed in other age groups; Akili plans to include data in FDA regulatory submission later t |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 11, 2023 (May 11, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 11, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 3 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement |
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| May 4, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 2 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 4, 2023 (May 2, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Commission F |
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| May 3, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 1 (To Prospectus dated March 21, 2023) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated March 21, 2023 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement on Fo |
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| May 3, 2023 |
EX-99.1 Exhibit 99.1 Adults with ADHD See Significant Improvements in Attention, ADHD Symptoms, and Quality of Life in Clinical Trial of Akili’s EndeavorRx ®Video Game-based Therapeutic Attention improved in more than 80 percent of adults with ADHD, and over one-third of participants no longer exhibited an attention deficit following treatment Improvements in attention were nearly seven times larg |
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| May 3, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 3, 2023 (May 3, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Commission F |
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| March 22, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only ( |
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| March 22, 2023 |
UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION Washington,D.C.20549 FORM10-K (MarkOne) ☒ ANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF1934 ForthefiscalyearendedDecember31,2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITIONPERIODFROMTO CommissionFileNumber001-40558 Akili,Inc. (ExactnameofRegistrantasspecifiedinitsC |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Ru |
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| March 21, 2023 |
As filed with the Securities and Exchange Commission on March 21, 2023 POS AM 1 d377277dposam.htm POS AM Table of Contents As filed with the Securities and Exchange Commission on March 21, 2023 Registration No. 333-267031 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Akili, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 38 |
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| March 9, 2023 |
pic UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40558 Akili, Inc. |
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| March 9, 2023 |
Subsidiaries of the Registrant. Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Akili Interactive Labs, Inc. Massachusetts Akili Securities Corporation Massachusetts |
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| March 9, 2023 |
Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED The following description of the capital stock of Akili, Inc., a Delaware corporation, is a summary of certain provisions of our securities that are registered under Section 12 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), an |
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| March 7, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 7, 2023 (March 7, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Commissi |
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| March 7, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 5 (To Prospectus dated October 17, 2022) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated October 17, 2022 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration State |
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| March 7, 2023 |
EX-99.1 Exhibit 99.1 Akili Reports Fourth Quarter and Full Year 2022 Financial Results and Provides Business Update EndeavorRx®prescriptions increased 37% in Q4 2022 over Q3 2022 and 166% in FY 2022 over FY 2021; initial sales force gaining traction and Company is expanding to new U.S. territories Strong clinical data in adolescents with ADHD supports potential for EndeavorRx label expansion; regu |
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| February 14, 2023 |
US00974B1070 / AKILI INC-CL A / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm233474-8sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* Akili, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (the “Shares”) (Title of Cl |
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| February 13, 2023 |
US00974B1070 / AKILI INC-CL A / Cowen Aaron - SCHEDULE 13G/A, AMENDMENT #1 Passive Investment SC 13G/A 1 c61044708.htm SCHEDULE 13G/A, AMENDMENT #1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Titles of Class of Securities) 00974B107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement |
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| February 9, 2023 |
US00974B1070 / AKILI INC-CL A / ADAGE CAPITAL PARTNERS GP, L.L.C. - AKILI, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Akili, Inc. (f/k/a Social Capital Suvretta Holdings Corp. I) (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the approp |
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| February 7, 2023 |
US00974B1070 / AKILI INC-CL A / MILLENNIUM MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) AKILI, INC. (formerly Social Capital Suvretta Holdings Corp. I) (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 00974B107 (CUSIP Number) DECEMBER 31, 2022 (Date of event which requires filing of this statement) Ch |
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| January 20, 2023 |
US00974B1070 / AKILI INC-CL A / BAILLIE GIFFORD & CO Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 AKILI, Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 00974B107 - (CUSIP Number) 30 December 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) |
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| January 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 12, 2023 (January 11, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Co |
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| January 12, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 1 d422648d424b3.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 4 (To Prospectus dated October 17, 2022) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated October 17, 2022 (as supplemented or amended from time to time, the “Prospectus”), which forms a part |
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| January 12, 2023 |
EX-99.1 Exhibit 99.1 CEO EMAIL TO EMPLOYEES Subject: Important Business Update Email copy: Dear Akilians, I’m writing to notify you of a necessary but difficult decision. Coming out of our recent scenario planning, we are updating our operating and expense model. As part of this, we are reducing the size of the Akili team by approximately 30%, parting ways with 46 colleagues and friends. There’s n |
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| January 5, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 5, 2023 (January 5, 2023) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) (Comm |
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| January 5, 2023 |
Exhibit 99.1 Pivotal Trial of EndeavorRx? in Adolescents with ADHD Shows Robust Improvements in Attention and Broader Clinical Outcomes ? Attention improvements were nearly three times as large as those in the pivotal trial that served as the basis for EndeavorRx?s FDA authorization for children with ADHD ages 8-12 ? Study data will be used to file for EndeavorRx label expansion with FDA in 2023 ? |
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| January 5, 2023 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 1 d441640d424b3.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 3 (To Prospectus dated October 17, 2022) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated October 17, 2022 (as supplemented or amended from time to time, the “Prospectus”), which forms a part |
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| December 27, 2022 |
Exhibit 10.1 JOINDER AND FIRST LOAN MODIFICATION AGREEMENT This Joinder and First Loan Modification Agreement (this ?Loan Modification Agreement?) is entered into as of December 23, 2022, by and among (a) SILICON VALLEY BANK, a California corporation, with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (?SVB?), in its capacity as administrative agent |
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| December 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 27, 2022 (December 23, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction |
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| December 23, 2022 |
Exhibit 10.1 JOINDER AND FIRST LOAN MODIFICATION AGREEMENT This Joinder and First Loan Modification Agreement (this ?Loan Modification Agreement?) is entered into as of December 22, 2022, by and among (a) SILICON VALLEY BANK, a California corporation, with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (?SVB?), in its capacity as administrative agent |
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| December 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 23, 2022 (December 22, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) ( |
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| November 14, 2022 |
EX-10.17 3 akli-ex1017.htm EX-10.17 EXHIBIT 10.17 AKILI, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (the “Policy”), effective August 19, 2022 (the “Effective Date”), of Akili, Inc. (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors w |
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| November 14, 2022 |
EXHIBIT 10.16 AKILI, INC. SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN 1. Purpose This Senior Executive Cash Incentive Bonus Plan (the ?Incentive Plan?) is intended to provide an incentive for superior work and to motivate eligible executives of Akili, Inc. (the ?Company?) and its subsidiaries toward even higher achievement and business results, to tie their goals and interests to those of the Compa |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40558 Akili, Inc. |
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| November 14, 2022 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 2 (To Prospectus dated October 17, 2022) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated October 17, 2022 (as supplemented or amended from time to time, the ?Prospectus?), which forms a part of our Registration Statement o |
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| November 14, 2022 |
EXHIBIT 10.19 THIRD AMENDMENT TO LEASES Reference is made to (1) the instrument captioned ?Lease? dated November 23, 2015 by and between Paul Ferazzi, as Trustee of 125 Broad Street Realty Trust, as Landlord, and Akili Interactive Labs, Inc., a Delaware corporation, as Tenant, relating to the entire rentable area of the fourth floor of the building known as 125 Broad Street, Boston, Massachusetts, |
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| November 10, 2022 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267031 Prospectus Supplement No. 1 (To Prospectus dated October 17, 2022) 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus supplement updates, amends and supplements the prospectus dated October 17, 2022 (as supplemented or amended from time to time, the ?Prospectus?), which forms a part of our Registration Statement o |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 10, 2022 (November 10, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) ( |
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| November 10, 2022 |
EX-99.1 2 d347761dex991.htm EX-99.1 Exhibit 99.1 Akili Reports Third Quarter 2022 Financial Results and Company Update EndeavorRx®, the world’s first FDA-authorized video game treatment, saw quarter over quarter growth in number of prescribers and volume of prescriptions; Initiated commercial launch in Q3 Raised more than $164 million in gross proceeds with business combination; Akili, Inc. now tr |
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| October 27, 2022 |
EX-99.1 Exhibit 99.1 Financial Industry Veteran Mary Hentges Joins Akili’s Board of Directors Former chief financial officer at PayPal and CBS Interactive brings leadership experience spanning financial services, technology and healthcare industries BOSTON, Mass. – October 27, 2022 – Akili, Inc. (NASDAQ: AKLI), a leading digital medicine company, today announced the appointment of Mary Hentges to |
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| October 27, 2022 |
EX-99.4 Exhibit 99.4 INCENTIVE STOCK OPTION AGREEMENT UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date (110% of FMV if a 10% owner)] Grant Date: Expiration Date: [up to 10 years (5 if a 10% owner)] Pursuant to the Akili, Inc. 2022 Stock Option and Incentive Plan as amended through the date hereo |
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| October 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 27, 2022 (September 22, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or Other Jurisdiction of Incorporation) ( |
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| October 27, 2022 |
EX-99.6 7 d389649dex996.htm EX-99.6 Exhibit 99.6 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Akili, Inc. 2022 Stock Option and Incentive Plan, as amended through the date hereof (the “Plan”), Akili, Inc. (the “Company”) hereby grants an award of the |
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| October 27, 2022 |
EX-99.5 Exhibit 99.5 RESTRICTED STOCK AWARD AGREEMENT UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN Name of Grantee: No. of Shares: Grant Date: Pursuant to the Akili, Inc. 2022 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), Akili, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of th |
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| October 27, 2022 |
EX107 Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Akili, Inc. |
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| October 27, 2022 |
EX-99.8 9 d389649dex998.htm EX-99.8 Exhibit 99.8 NON-QUALIFIED STOCK OPTION AGREEMENT FOR COMPANY EMPLOYEES UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date] Grant Date: Expiration Date: Pursuant to the Akili , Inc. 2022 Stock Option and Incentive Plan as amended through the date hereof (the “Pl |
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| October 27, 2022 |
EX-99.7 Exhibit 99.7 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Akili, Inc. 2022 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), Akili, Inc. (the “Company”) hereby grants an award of the number of Restricted St |
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| October 27, 2022 |
EX-10.1 Exhibit 10.1 AKILI INTERACTIVE LABS, INC. AMENDED AND RESTATED EXECUTIVE SEVERANCE PLAN 1. Introduction. This document, effective August 19, 2022, serves as the Plan document for the Severance Benefits provided under the Akili Interactive Labs, Inc. Amended and Restated Executive Severance Plan (the “Plan”). It contains information that will help Covered Employees understand their Severanc |
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| October 27, 2022 |
EX-99.9 Exhibit 99.9 NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date] Grant Date: Expiration Date: [No more than 10 years] Pursuant to the Akili, Inc. 2022 Stock Option and Incentive Plan as amended through the date hereof (the “Pl |
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| October 27, 2022 |
EX-99.10 Exhibit 99.10 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER THE AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN (EARNOUT RSUs) Name of Grantee: Grant Date: As described below Pursuant to the Akili, Inc. 2022 Stock Option and Incentive Plan, as amended through the date hereof (the “Plan”), Akili, Inc. (the “Company”) hereby grants an award of Restricted Stock Units (an |
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| October 27, 2022 |
As filed with the Securities and Exchange Commission on October 27, 2022 S-8 1 d389649ds8.htm S-8 Table of Contents As filed with the Securities and Exchange Commission on October 27, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 AKILI, INC. (Exact name of registrant as specified in its charter) Delaware 98-1586159 (State or other jurisdiction of incorp |
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| October 17, 2022 |
43,414,721 SHARES OF COMMON STOCK AKILI, INC. 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-267031 PROSPECTUS 43,414,721 SHARES OF COMMON STOCK OF AKILI, INC. This prospectus relates to (i) the resale of 16,200,000 shares of common stock issued in the PIPE Investment (as defined below) by certain of the selling securityholders, acquired at a purchase price of $10.00 per share; (ii) the resale of 6,250,000 share |
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| October 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 17, 2022 (October 17, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or other jurisdiction of incorporation) (Co |
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| October 13, 2022 |
Akili, Inc. 125 Broad Street, Fifth Floor Boston, Massachusetts 02110 Akili, Inc. 125 Broad Street, Fifth Floor Boston, Massachusetts 02110 VIA EDGAR October 13, 2022 Securities and Exchange Commission Division of Corporation Finance – Office of Life Sciences 100 F Street, NE Washington, D.C. 20549 Attention: Doris Stacey Gama and Laura Crotty Re: Akili, Inc. Acceleration Request for Registration Statement on Form S-1, as amended File No. 333-267031 Requested Date: |
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| September 30, 2022 |
Goodwin Procter LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 goodwinlaw. |
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| September 30, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on September 30, 2022 Registration No. |
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| September 27, 2022 |
United States securities and exchange commission logo September 27, 2022 Edward Martucci, Ph. |
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| September 12, 2022 |
Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 September 12, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance ? Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Doris Stacey Gama and Laura Crotty Re: Akili, Inc. Registration Statement on Form S-1 Filed August 24, 2022 File No. 333-26 |
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| September 12, 2022 |
As filed with the Securities and Exchange Commission on September 12, 2022 Table of Contents As filed with the Securities and Exchange Commission on September 12, 2022 Registration No. |
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| September 6, 2022 |
United States securities and exchange commission logo September 6, 2022 Edward Martucci, Ph. |
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| August 30, 2022 |
AKLI / Akili Inc / PureTech Health plc - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Akili, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Daphne Zohar PureTech Health plc 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telephone Number of |
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| August 30, 2022 |
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. |
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| August 29, 2022 |
AKLI / Akili Inc / Cowen Aaron - SCHEDULE 13G Passive Investment SC 13G 1 a082922a.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Titles of Class of Securities) 00974B107 (CUSIP Number) August 19, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriat |
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| August 26, 2022 |
AKLI / Akili Inc / Temasek Holdings (Private) Ltd - SC 13G Passive Investment SC 13G 1 d381862dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of |
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| August 26, 2022 |
EX-99.1 Exhibit 99.1 FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G, dated August 26, 2022 (the “Schedule 13G”), with respect to the common Stock, par value $0.0001 per share, of Akili, Inc. is, and any amendments thereto executed by each of us shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the S |
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| August 25, 2022 |
Exhibit 99.1 AUG 2022 About this presentation This investor presentation (“Presentation”) contains proprietary and confidential information of Social Capital Suvretta Holdings Corp. I (“SCS”) and Akili Interactive Labs, Inc. (“Akili” or the “Company”), and the entire content should be considered “Confidential Information” with respect to both SCS and the Company. This presentation is made solely f |
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| August 25, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 24, 2022 (August 24, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or other jurisdiction of incorporation) (Comm |
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| August 24, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on August 23, 2022 Registration No. |
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| August 24, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Akili, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price(1)(2) Fee Rate Amount of Registration Fee Equity Common Stock, par value $ |
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| August 23, 2022 |
AKLI / Akili Inc / SCS Sponsor I LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1 ? Exit Filing)* Under the Securities Exchange Act of 1934 Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Titles of Class of Securities) 00974B107 (CUSIP Number) August 19, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| August 23, 2022 |
AKILI INTERACTIVE LABS, INC. INDEX TO FINANCIAL STATEMENTS EX-99.1 13 d379749dex991.htm EX-99.1 Exhibit 99.1 AKILI INTERACTIVE LABS, INC. INDEX TO FINANCIAL STATEMENTS Unaudited Financial Statements for the periods ended June 30, 2022 and June 30, 2021 PAGE Condensed Consolidated Balance Sheets F-2 Condensed Consolidated Statements of Operations and Comprehensive Loss F-3 Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stoc |
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| August 23, 2022 |
AKLI / Akili Inc / SC Master Holdings, LLC - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Akili, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00974B107 (CUSIP Number) Chamath Palihapitiya c/o SC Master Holdings, LLC 506 Santa Cruz Avenue, Suite 300 Menlo Park, California 94025 (Name, Address and |
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| August 23, 2022 |
Exhibit 14.1 Akili, Inc. Code of Ethics (Adopted on August 19, 2022) A MESSAGE FROM OUR CEO Akili is a leading digital medicine company pioneering the development of cognitive treatments through game-changing technologies. Our approach of leveraging technologies designed to directly target the brain establishes a new category of medicine ? medicine that is validated through clinical trials like a |
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| August 23, 2022 |
Exhibit 10.3 AKILI, INC. 2022 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Akili, Inc. 2022 Stock Option and Incentive Plan (as amended from time to time, the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Akili, Inc. (the ?Company?) and its Affiliates |
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| August 23, 2022 |
Exhibit 21.1 AKILI, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation Akili Interactive Labs, Inc. Delaware Akili Securities Corp. Delaware |
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| August 23, 2022 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms used but not defined in this Exhibit 99.3 shall have the meanings ascribed to them in the Current Report on Form 8-K (this ?Report?) filed with the Securities and Exchange Commission (the ?SEC?) on August 24, 2022 and, if not defined in this Report, the final prospectus and definitive proxy statement dated |
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| August 23, 2022 |
Exhibit 3.2 BY-LAWS OF AKILI, INC. (the ?Corporation?) ARTICLE I Stockholders SECTION 1 Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an ?Annual Meeting?) shall be held at the hour, date and place (if any) within or without the State of Delaware which is fixed by the Board of Directors of the Corporation (the ?Board of Directors?), which |
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| August 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 23, 2022 (August 19, 2022) Akili, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or other jurisdiction of incorporation) (Comm |
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| August 23, 2022 |
Exhibit 16.1 August 23, 2022 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Akili, Inc. under Item 4.01 of its Form 8-K dated August 23, 2022. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Ak |
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| August 23, 2022 |
EX-3.1 2 d379749dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF AKILI, INC. (a Delaware corporation) August 19, 2022 ARTICLE I The name of the corporation is Akili, Inc. (the “Corporation”). ARTICLE II The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle, 19801. The |
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| August 23, 2022 |
EX-10.2 5 d379749dex102.htm EX-10.2 Exhibit 10.2 AKILI, INC. FORM OF DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Akili, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve |
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| August 23, 2022 |
Exhibit 10.4 AKILI, INC. 2022 EMPLOYEE STOCK PURCHASE PLAN The purpose of the Akili, Inc. 2022 Employee Stock Purchase Plan (the ?Plan?) is to provide eligible employees of Akili, Inc. (the ?Company?) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase shares of the Company?s common stock, par value $0.0001 per share (the ?Common Stock?). An aggregate of 1,167, |
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| August 23, 2022 |
EX-10.6 8 d379749dex106.htm EX-10.6 Exhibit 10.6 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 19, 2022, is made and entered into by and among Akili, Inc., a Delaware corporation (the “Company”) (formerly known as Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company limited by |
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| August 23, 2022 |
EX-10.1 4 d379749dex101.htm EX-10.1 Exhibit 10.1 AKILI, INC. FORM OF OFFICER INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Akili, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve t |
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| August 23, 2022 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Exhibit 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| August 23, 2022 |
EX-10.7 9 d379749dex107.htm EX-10.7 Exhibit 10.7 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of August 19, 2022, by and among Akili, Inc., a Delaware corporation (the “Company”) (formerly known as Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company limited by shares prior to its domestication as a Delaware corporation), and each o |
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| August 23, 2022 |
AKILI’S MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.2 AKILI?S MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of the financial condition and results of operations of Akili Interactive Labs, Inc. and its consolidated subsidiary should be read together with Akili?s audited consolidated financial statements as of and for the years ended December 31, 2021 and 2020 an |
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| August 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 18, 2022 AKILI, INC. (Exact name of registrant as specified in its charter) Delaware 001-40558 98-1586159 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 19, 2022 |
Exhibit 99.1 Digital Medicine Leader Akili to List on Nasdaq Following Successful Business Combination with Social Capital Suvretta Holdings Corp. I Akili, Inc. common stock to begin trading on Nasdaq under the ticker symbol ?AKLI? on August 22, 2022 Total gross proceeds of more than $163 million will support launch of first FDA-cleared video game treatment and advancement of late-stage pipeline B |
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| August 12, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number:001-40 |
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| August 2, 2022 |
Filed by Social Capital Suvretta Holdings Corp. I Filed by Social Capital Suvretta Holdings Corp. I pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Akili Interactive Labs, Inc. Registration No.: 333-262706 Date: August 2, 2022 This filing relates to the proposed merger of Akili Interactive Labs, Inc., a Delaware corporation (“Target”), with K |
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| August 1, 2022 |
Filed by Social Capital Suvretta Holdings Corp. I pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Akili Interactive Labs, Inc. Registration No.: 333-262706 Date: August 1, 2022 This filing relates to the proposed merger of Akili Interactive Labs, Inc., a Delaware corporation (?Target?), with K |
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| July 25, 2022 |
July 25, 2022 Chamath Palihapitiya Chief Executive Officer Social Capital Suvretta Holdings Corp. |
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| July 21, 2022 |
424B3 1 d285722d424b3.htm 424B3 Filed purusant to Rule 424(b)(3) Registration No. 333-262706 PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I (A CAYMAN ISLANDS EXEMPTED COMPANY) 106,172,565 SHARES OF COMMON STOCK OF SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I (AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN THE STATE OF DELAWARE), THE CONTINUING E |
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| July 21, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| July 19, 2022 |
[Letterhead of Social Capital Suvretta Holdings Corp. I] July 19, 2022 CORRESP 1 filename1.htm [Letterhead of Social Capital Suvretta Holdings Corp. I] July 19, 2022 Via EDGAR Office of Life Sciences Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Jane Park Christine Westbrook Re: Social Capital Suvretta Holdings Corp. I Registration Statement on Form S-4 File No. 333-262706 Request for Effectiv |
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| July 14, 2022 |
[Letterhead of Wachtell, Lipton, Rosen & Katz] July 14, 2022 [Letterhead of Wachtell, Lipton, Rosen & Katz] July 14, 2022 Via EDGAR and Courier Office of Life Sciences Division of Corporation Finance U. |
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| July 14, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on July 14, 2022 Registration No. |
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| July 11, 2022 |
Filed by Social Capital Suvretta Holdings Corp. I Filed by Social Capital Suvretta Holdings Corp. I pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Akili Interactive Labs, Inc. Registration No.: 333-262706 Date: July 11, 2022 This filing relates to the proposed merger of Akili Interactive Labs, Inc., a Delaware corporation (“Target”), with Ka |
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| July 8, 2022 |
Letter Agreement, dated July 6, 2022, between the Company and Mr. Taylor. Exhibit 10.1 July 6, 2022 Social Capital Suvretta Holdings Corp. I 2850 W. Horizon Ridge Parkway, Suite 200 Henderson, NV 89052 Re: Director Appointment Mr. Taylor: This letter (this ?Letter Agreement?) is being delivered to you in connection with your appointment to the board of directors of Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company (the ?Company?). Reference is |
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| July 8, 2022 |
Indemnity Agreement, dated July 6, 2022, between the Company and Mr. Taylor. EX-10.2 3 d369098dex102.htm EX-10.2 Exhibit 10.2 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July 6, 2022, by and between Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company (the “Company”), and Michael Taylor (“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve publicly-held companies as directors, officers |
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| July 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2022 (July 6, 2022) SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I (Exact name of registrant as specified in its charter) Commission file number: 001-40558 Cayman Islands 98-1586159 |
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| June 30, 2022 |
United States securities and exchange commission logo June 30, 2022 Chamath Palihapitiya Chief Executive Officer Social Capital Suvretta Holdings Corp. |
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| June 27, 2022 |
Consent of Bharatt Chowrira to be named as a director. EX-99.7 7 d285722dex997.htm EX-99.7 Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Social Capital Suvretta Holdings Corp. I of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Regi |
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| June 27, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on June 27, 2022 Registration No. |
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| June 27, 2022 |
[Letterhead of Wachtell, Lipton, Rosen & Katz] June 27, 2022 [Letterhead of Wachtell, Lipton, Rosen & Katz] June 27, 2022 Via EDGAR and Courier Office of Life Sciences Division of Corporation Finance U. |
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| June 27, 2022 |
Specimen Common Stock Certificate of Akili, Inc. EXHIBIT 4.2 NUMBER NUMBER C SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP AKILI, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE OF $0.0001 PER SHARE, OF AKILI, INC. (THE “COMPANY”) transferable on the books of the Company in person or by duly authorized attorney upon surre |
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| June 17, 2022 |
United States securities and exchange commission logo June 17, 2022 Chamath Palihapitiya Chief Executive Officer Social Capital Suvretta Holdings Corp. |
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| June 10, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on June 10, 2022 Registration No. |
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| June 10, 2022 |
[Letterhead of Wachtell, Lipton, Rosen & Katz] June 10, 2022 [Letterhead of Wachtell, Lipton, Rosen & Katz] June 10, 2022 Via EDGAR and Courier Office of Life Sciences Division of Corporation Finance U. |
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| June 10, 2022 |
EXHIBIT 4.2 NUMBER NUMBER C SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP AKILI, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE OF $0.0001 PER SHARE, OF AKILI, INC. (THE “COMPANY”) transferable on the books of the Company in person or by duly authorized attorney upon surre |
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| May 25, 2022 |
United States securities and exchange commission logo May 25, 2022 Chamath Palihapitiya Chief Executive Officer Social Capital Suvretta Holdings Corp. |
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| May 20, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 2, 2021 SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I (Exact name of registrant as specified in its charter) Commission file number: 001-40558 Cayman Islands 98-1586159 (State of in |
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| May 20, 2022 |
Exhibit 99.1 SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I INDEX TO FINANCIAL STATEMENT Report of Independent Registered Public Accounting Firm F-2 Financial Statement: Balance Sheet (as restated) F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Social Capital Suvretta Holdings Corp. I Opinion on the Finan |
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| May 16, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number:001-4 |
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| May 12, 2022 |
Exhibit 10.24 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - GROSS 1. Basic Provisions (“Basic Provisions”). 1.1 Parties. This Lease (“Lease”), dated for reference purposes only June 15, 2018 , is made by a |
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| May 12, 2022 |
Consent of William A. Jones, Jr. to be named as a director. Exhibit 99.5 Consent to be Named as a Director In connection with the filing by Social Capital Suvretta Holdings Corp. I of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all a |
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| May 12, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on May 12, 2022 Registration No. |
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| May 12, 2022 |
EX-10.17 4 d285722dex1017.htm EX-10.17 Exhibit 10.17 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 25, 2021 (the “Effec |
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| May 12, 2022 |
Consent of Christine Lemke to be named as a director. EX-99.4 10 d285722dex994.htm EX-99.4 Exhibit 99.4 Consent to be Named as a Director In connection with the filing by Social Capital Suvretta Holdings Corp. I of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Reg |
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| May 12, 2022 |
Consent of Adam Gazzaley to be named as a director. EX-99.6 Exhibit 99.6 Consent to be Named as a Director In connection with the filing by Social Capital Suvretta Holdings Corp. I of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any a |
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| May 12, 2022 |
Exhibit 10.14 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT |
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| May 12, 2022 |
Exhibit 10.26 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on January 26, 2022 by and between Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company (“SCS”), and the undersigned subscriber (the “Investor”). WHEREAS, this Subscription Agreement is being entered into in connection with the Agreement and Plan of Merger, dated |
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| May 12, 2022 |
Consent of Kenneth Ehlert to be named as a director. EX-99.3 9 d285722dex993.htm EX-99.3 Exhibit 99.3 Consent to be Named as a Director In connection with the filing by Social Capital Suvretta Holdings Corp. I of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Regi |
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| May 12, 2022 |
[Letterhead of Wachtell, Lipton, Rosen & Katz] May 12, 2022 [Letterhead of Wachtell, Lipton, Rosen & Katz] May 12, 2022 Via EDGAR Office of Life Sciences Division of Corporation Finance U. |
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| April 28, 2022 |
Filed by Social Capital Suvretta Holdings Corp. I Filed by Social Capital Suvretta Holdings Corp. I pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Akili Interactive Labs, Inc. Registration No.: 333-262706 Date: April 27, 2022 This filing relates to the proposed merger of Akili Interactive Labs, Inc., a Delaware corporation (?Target?), with K |
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| April 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 22, 2022 (April 20, 2022) Social Capital Suvretta Holdings Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40558 98-1586159 (State or other jur |
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| April 22, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION I |
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| April 21, 2022 |
United States securities and exchange commission logo April 21, 2022 Chamath Palihapitiya Chief Executive Officer Social Capital Suvretta Holdings Corp. |
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| April 14, 2022 |
April 14, 2022 Chamath Palihapitiya Chief Executive Officer Social Capital Suvretta Holdings Corp. |
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| April 13, 2022 |
Filed by Social Capital Suvretta Holdings Corp. I 425 1 d341164d425.htm 425 Filed by Social Capital Suvretta Holdings Corp. I pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Akili Interactive Labs, Inc. Registration No.: 333-262706 Date: April 12, 2022 This filing relates to the proposed merger of Akili Interactive Labs, Inc., a Delaware corp |
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| April 4, 2022 |
EX-10.23 12 d285722dex1023.htm EX-10.23 Exhibit 10.23 LEASE THIS INSTRUMENT IS AN INDENTURE OF LEASE in which the Landlord and the Tenant are the patties hereinafter named, and which relates to space in the building known as and numbered as 123-125 Broad Street, Boston, Massachusetts (the “Building”), which Building is situated on a certain parcel of land containing approximately 3,975+/-square fe |
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| April 4, 2022 |
Exhibit 10.13 Scientific Advisory Board and Chief Science Advisor Agreement This SCIENTIFIC ADVISORY BOARD AND CHIEF SCIENCE ADVISOR AGREEMENT (“Agreement”), made this 1st day of May, 2016 (the “Effective Date”), is entered into by Akili Interactive Labs, Inc., a Delaware company (“Akili”), and Adam Gazzaley (“Advisor”). INTRODUCTION Akili is a legal entity commercializing technologies (the “Techn |
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| April 4, 2022 |
EX-10.17 10 d285722dex1017.htm EX-10.17 Exhibit 10.17 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 25, 2021 (the “Effective Date”) among (a) SILICON VALLEY BANK, a California corporation (“SVB”), in its capacity as administrative agent and collateral agent (“Agent”), (b) SILICON VALLEY BANK, a California c |
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| April 4, 2022 |
51 WEST 52ND STREET NEW YORK, N.Y. 10019-6150 TELEPHONE: (212) 403-1000 FACSIMILE: (212) 403-2000 MARTIN LIPTON HERBERT M. WACHTELL THEODORE N. MIRVIS EDWARD D. HERLIHY DANIEL A. NEFF ANDREW R. BROWNSTEIN STEVEN A. ROSENBLUM JOHN F. SAVARESE SCOTT K. CHARLES JODI J. SCHWARTZ ADAM O. EMMERICH RALPH M. LEVENE RICHARD G. MASON DAVID M. SILK ROBIN PANOVKA DAVID A. KATZ ILENE KNABLE GOTTS JEFFREY M. WINTNER TREVOR S. NORWITZ BEN M. GERMANA ANDREW J. NUSSBAUM RACHELLE SILVERBERG STEVEN A. COHEN DEBO |
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| April 4, 2022 |
Exhibit 10.14 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION UNDER SUC |
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| April 4, 2022 |
Exhibit 10.22 LEASE THIS INSTRUMENT IS AN INDENTURE OF LEASE in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in the building known as and numbered as 125 Broad Street, Boston, Massachusetts (the ?Building?), which Building is situated on a certain parcel of land containing approximately 3,975+/-square feet. The parties to this instrument hereby ag |
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| April 4, 2022 |
EX-10.25 14 d285722dex1025.htm EX-10.25 Exhibit 10.25 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT This LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (the “Agreement”) is made as of 16 August 2021 |
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| April 4, 2022 |
Exhibit 10.24 STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - GROSS 1. Basic Provisions (?Basic Provisions?). 1.1 Parties. This Lease (?Lease?), dated for reference purposes only June 15, 2018 , is made by and between Remillard Brick Kiln, LLC a California Limited Liability Company (?Lessor?) and Akili Interactive Labs, Inc. (?Lessee?), (collectively the ?Parties?, or individually a ?Party?). |
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| April 4, 2022 |
Form of Plan of Domestication. EX-2.2 Exhibit 2.2 PLAN OF DOMESTICATION This PLAN OF DOMESTICATION (the “Plan of Domestication”) is made on [•], 2022 and sets forth the terms and conditions pursuant to which Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company limited by its shares (“SCS”), shall effect a domestication into a Delaware corporation (the “Domestication”) to be known as Akili, Inc., pursuant |
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| April 4, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on April 4, 2022 Registration No. |
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| April 4, 2022 |
Exhibit 10.15 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. OPTION AND COLLABORATION AGREEMENT This OPTION AND COLLABORATION AGREEMENT (this ?Agreement?), dated as of December 19, 2018 (the ?Effective Date?), is entered into by and between Akili Interactive |
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| April 4, 2022 |
EX-4.3 3 d285722dex43.htm EX-4.3 Exhibit 4.3 CERTIFICATE OF DOMESTICATION OF SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I Pursuant to Sections 103 and 388 of the General Corporation Law of the State of Delaware Social Capital Suvretta Holdings Corp. I, a Cayman Islands exempted company limited by its shares (the “Corporation”), which intends to domesticate as a Delaware corporation pursuant to this Ce |
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| April 4, 2022 |
Exhibit 10.16 CERTAIN CONFIDENTIAL INFORMATION, MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXCLUSIVE LICENSE AGREEMENT between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA and AKILI for DIAGNOSING AND TRAINING INTERFERENCE ABILITIES UC Case No. SF2011-039 TABLE OF CONTENTS Article No. Tit |
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| April 4, 2022 |
Form of Proxy Card for Registrant’s Extraordinary General Meeting. Exhibit 99.1 SOCIAL CAPITAL SUVRETTA HOLDINGS CORP. I THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON [ ], 2022 The undersigned hereby appoints Chamath Palihapitiya, [?] or the Chairperson of the extraordinary general meeting, which we refer together as the ?Proxies?, and each of them independently, with full power of substitution as |
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| April 4, 2022 |
Filed by Social Capital Suvretta Holdings Corp. I Filed by Social Capital Suvretta Holdings Corp. I pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Akili Interactive Labs, Inc. Registration No.: 333-262706 Date: April 4, 2022 This filing relates to the proposed merger of Akili Interactive Labs, Inc., a Delaware corporation (?Target?), with Ka |
