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BioXcel Therapeutics (NASDAQ: BTAI) defers $9.0M payment, lowers liquidity covenant

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BioXcel Therapeutics, Inc. entered into an Eleventh Amendment to its existing Credit Agreement and Guaranty with lenders administered by Oaktree Fund Administration LLC. Lenders agreed to defer to August 31, 2026 the principal and interest payment originally due June 30, 2026, now requiring a payment of $9,016,914.47 plus all accrued interest and fees through that date.

The amendment also changes covenant terms by lowering the agreement’s minimum liquidity requirement, so BioXcel must maintain minimum cash liquidity of $6.25 million instead of $7.5 million. Certain subsidiaries continue as guarantors under the amended credit facility.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Deferred payment amount $9,016,914.47 Principal and interest originally due June 30, 2026, now payable August 31, 2026
New minimum cash liquidity covenant $6.25 million Required minimum cash liquidity after Eleventh Amendment to Credit Agreement
Prior minimum cash liquidity covenant $7.5 million Previous required minimum cash liquidity before Eleventh Amendment
New payment due date August 31, 2026 Date by which $9,016,914.47 plus accrued interest and fees must be paid
Original due date June 30, 2026 Original principal and interest due date later deferred under Tenth and Eleventh Amendments
Credit Agreement and Guaranty financial
"entered into the Eleventh Amendment to Credit Agreement and Guaranty"
minimum liquidity covenant financial
"reduce the Credit Agreement’s minimum liquidity covenant to require minimum cash"
A minimum liquidity covenant is a clause in a loan or bond agreement that requires the borrower to keep a certain amount of cash or easily sold assets on hand, like an agreed emergency fund. It matters to investors because it protects lenders and other creditors by reducing the chance of missed payments; falling below the required level can trigger penalties, default, or demands for extra collateral, which can affect a company’s borrowing costs and equity value.
subsidiary guarantors financial
"certain subsidiaries of the Company from time to time party thereto as subsidiary guarantors"
administrative agent financial
"Oaktree Fund Administration LLC, as administrative agent"
An administrative agent is a bank or financial firm appointed to handle the day-to-day paperwork and communication for a group of lenders on a loan or credit agreement, acting as the central point for collecting payments, distributing funds, monitoring covenants, and sharing information. For investors, the administrative agent matters because it influences how quickly lenders receive updates, how smoothly repayments and waivers are handled, and how effectively the lending group enforces terms — think of it as a property manager coordinating tasks for multiple owners.
Inline XBRL technical
"Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did BioXcel Therapeutics (BTAI) change in its credit agreement on July 31, 2026?

BioXcel Therapeutics entered an Eleventh Amendment to its Credit Agreement and Guaranty. Lenders deferred a principal-and-interest payment and lowered the minimum liquidity covenant, adjusting both the near-term payment schedule and required cash liquidity level.

When is the deferred $9,016,914.47 payment now due for BioXcel Therapeutics (BTAI)?

The deferred payment of $9,016,914.47, representing principal and interest originally due June 30, 2026, is now required on August 31, 2026, together with all additional accrued interest and fees through that date.

What is the new minimum liquidity covenant for BioXcel Therapeutics (BTAI)?

The Eleventh Amendment reduces the Credit Agreement’s minimum liquidity covenant so BioXcel must now maintain at least $6.25 million in minimum cash liquidity, down from the prior requirement of $7.5 million.

Which parties are involved in BioXcel Therapeutics’ (BTAI) amended Credit Agreement?

The Credit Agreement and Guaranty is among BioXcel Therapeutics as borrower, certain subsidiaries as subsidiary guarantors, the lender group, and Oaktree Fund Administration LLC acting as administrative agent under the facility.

How does the Eleventh Amendment affect the June 30, 2026 payment for BioXcel Therapeutics (BTAI)?

The amount of principal and interest originally due on June 30, 2026 is not forgiven; instead, the lenders agreed to defer it so that $9,016,914.47 plus accrued interest and fees is payable on August 31, 2026.
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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): July 31, 2026

 

 

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 1.01Entry into a Material Definitive Agreement.

 

On July 31, 2026, BioXcel Therapeutics, Inc. (the “Company”) entered into the Eleventh Amendment to Credit Agreement and Guaranty (the “Eleventh Amendment”), which amended the Credit Agreement and Guaranty, dated April 19, 2022, as amended (the “Credit Agreement”), by and among the Company, as the borrower, certain subsidiaries of the Company from time to time party thereto as subsidiary guarantors, the lenders party thereto (the “Lenders”), and Oaktree Fund Administration LLC, as administrative agent.

 

Pursuant to the Eleventh Amendment, the Lenders agreed to (i) defer the payment of principal that was originally due on June 30, 2026, which was previously deferred to July 31, 2026 pursuant to the Tenth Amendment to the Credit Agreement (the “Tenth Amendment”), until August 31, 2026, at which point the Company is obligated to make a payment of $9,016,914.47 (constituting the principal and interest that were due and payable on June 30, 2026) plus all accrued interest and fees on such amount through and including August 31, 2026, and (ii) reduce the Credit Agreement’s minimum liquidity covenant to require minimum cash liquidity of $6.25 million (instead of $7.5 million).

 

In addition, pursuant to the Eleventh Amendment, among other things:

 

·The Company is required to, on or prior to August 10, 2026 (extended from July 31, 2026, as was required under the Tenth Amendment), enter into definitive agreements with respect to one or more transactions acceptable to Lenders that (A) would result in the repayment of all loan and other obligations under the Credit Agreement or (B) is an alternative capital solutions transaction on terms and conditions acceptable to the Lenders.

 

·Through August 10, 2026 (extended from July 31, 2026, as was provided for under the Tenth Amendment), the Company is prohibited from entering into, terminating, or otherwise modifying any compensation arrangement with its directors, officers or employees, or making any non-ordinary course payments to, or materially increasing the compensation or benefits of, such persons.

 

The foregoing summary of the Eleventh Amendment is qualified in its entirety by the complete text of such agreement, a copy of which is filed hereto as Exhibits 10.1.

 

Item 9.01Financial Statements and Exhibits.

 

(d)   Exhibits.

 

Ex.  No.Description

 

 10.1Eleventh Amendment to Credit Agreement and Guaranty, dated July 31, 2026
   
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 3, 2026 BIOXCEL THERAPEUTICS, INC.
     
    /s/  Richard Steinhart
  By: Richard Steinhart
  Title: Chief Financial Officer

 

 

 

Filing Exhibits & Attachments

4 documents