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  4. [8-K] BioXcel Therapeutics, Inc. Reports Material Event

BTAI Files Form 8-K Furnishing Q2 2025 Earnings Release; See Exhibit 99.1

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BioXcel Therapeutics furnished a press release announcing financial results for the three months ended June 30, 2025 and provided a business update; that press release is included as Exhibit 99.1 to this Form 8-K. The company expressly states the information is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, and therefore is not incorporated by reference into registration statements except as expressly noted.

The report also identifies Exhibit 104 (cover page interactive XBRL tags). The Form itself does not contain the financial line items or tables; readers must consult Exhibit 99.1 for the detailed results and the business commentary.

Positive

  • Press release furnished announcing financial results for the three months ended June 30, 2025 and a business update (Exhibit 99.1)
  • Cover page XBRL tags included via Exhibit 104, improving machine-readable disclosure of the cover page

Negative

  • Form does not include the financial figures or tables; investors must consult Exhibit 99.1 for detailed results
  • Disclosure is "furnished" not "filed", so the press release is not automatically incorporated by reference into other registration statements

Insights

TL;DR: Routine earnings disclosure furnished via press release; the Form signals disclosure but contains no in-line financial details—impact is neutral.

The Form 8-K indicates BioXcel distributed a press release with quarterly results and a business update and furnished it as Exhibit 99.1. Because the release is furnished rather than filed, the company has met disclosure obligations while limiting automatic incorporation into other SEC filings. The filing includes XBRL cover page tags (Exhibit 104), which aids machine readability. Investors must review Exhibit 99.1 for actual revenue, expense, and cash metrics; the Form alone provides no numeric data.

TL;DR: Compliance disclosure completed by furnishing an earnings press release; procedural but not materially informative without the exhibit.

From a governance and disclosure standpoint, the company followed standard practice by furnishing its earnings release and noting the limited legal effect of furnished materials. The inclusion of Exhibit 104 suggests attention to structured reporting. However, the substantive information investors need is contained in Exhibit 99.1 rather than the body of the Form, so this filing functions primarily as a pointer to the press release rather than a standalone disclosure of financial performance.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Understanding 8-K Material Events →
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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 12, 2025

 

 

BioXcel Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware   001-38410   82-1386754
(State or other jurisdiction of
incorporation)		   (Commission File Number)   (I.R.S. Employer
Identification No.)

 

555 Long Wharf Drive

New Haven, CT 06511

(Address of principal executive offices, including Zip Code)

 

(475) 238-6837

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001   BTAI   The Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

 

 

 

 

 

Item 2.02Results of Operations and Financial Condition.

 

On August 12, 2025, BioXcel Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the three months ended June 30, 2025 and providing a business update. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.

 

Item 9.01Financial Statements and Exhibits.

 

(d)   Exhibits.

 

Ex. No.Description
  
99.1Press release, dated August 12, 2025
  
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: August 12, 2025 BIOXCEL THERAPEUTICS, INC.
     
    /s/ Richard Steinhart
  By: Richard Steinhart
  Title: Chief Financial Officer

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did BioXcel (BTAI) disclose in this Form 8-K?

The Form states the company furnished a press release announcing financial results for the three months ended June 30, 2025 and providing a business update; the press release is provided as Exhibit 99.1.

Where can I find the actual financial results for BTAI's quarter?

The detailed financial results and business commentary are in Exhibit 99.1 (the press release). The Form itself does not contain the numeric tables.

Is the information in the press release considered "filed" with the SEC?

No. The Form explicitly states the information is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act.

What exhibits are included with this Form 8-K?

The exhibits listed are Exhibit 99.1 (press release) and Exhibit 104 (cover page interactive XBRL tags).

Does the Form 8-K include financial tables or XBRL data for the results?

The Form lists Exhibit 104 for cover page XBRL tags but does not include the full financial tables in-line; the press release (Exhibit 99.1) contains the results.