BioXcel Therapeutics (BTAI) CSO exercises 17,500 RSUs, sells 6,845 shares for tax payment
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
BioXcel Therapeutics Chief Scientific Officer Frank Yocca reported routine equity compensation activity and a small tax-related sale. On May 4, 2026, he exercised 17,500 Restricted Stock Units (RSUs), receiving the same number of common shares at a conversion price of $0.00 per share. The RSUs are part of a 70,000-unit grant awarded on January 1, 2026, which vests in four installments over two years, contingent on continued employment. On May 20, 2026, he sold 6,845 common shares in an open-market transaction at a weighted average price of $1.085 per share, with individual trade prices ranging from $1.07 to $1.105. The filing notes this sale was made under a pre-arranged Rule 10b5-1 trading plan adopted on February 3, 2026 solely to cover taxes due from the RSU vesting. After these transactions, Yocca directly holds 26,175 common shares and 52,500 RSUs, indicating he retained most of the equity received from the recent vesting.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 6,845 shares ($7,427)
Net Sell
3 txns
Insider
Yocca Frank
Role
Chief Scientific Officer
Sold
6,845 shs ($7K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 6,845 | $1.085 | $7K |
| Exercise | Restricted Stock Units | 17,500 | $0.00 | -- |
| Exercise | Common Stock | 17,500 | $0.00 | -- |
Holdings After Transaction:
Common Stock — 26,175 shares (Direct, null);
Restricted Stock Units — 52,500 shares (Direct, null)
Footnotes (1)
- Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 3, 2026 solely to cover taxes due in connection with the vesting of restricted stock units. The price reported is a weighted average price. The securities were sold in multiple transactions at per share prices ranging from $1.07 to $1.105. The Reporting Person undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer, or any shareholder of the Issuer, full information regarding the number of securities sold at each separate price within the range set forth in this footnote. On January 1, 2026, the Reporting Person was granted 70,000 RSUs, vesting as to 25% of the underlying shares on the six-month anniversary of the original promise date of November 4, 2025 (the "Vesting Commencement Date"), with the remaining 75% vesting in three equal installments of 25% on the last day of each subsequent six-month period thereafter, such that the RSUs are fully vested on the two-year anniversary of the Vesting Commencement Date, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates.
Key Figures
Shares sold: 6,845 shares
Sale price (weighted average): $1.085/share
RSUs exercised: 17,500 units
+4 more
7 metrics
Shares sold
6,845 shares
Common stock sold on May 20, 2026 in open market
Sale price (weighted average)
$1.085/share
Weighted average price; trades ranged $1.07–$1.105
RSUs exercised
17,500 units
RSUs converted to common stock on May 4, 2026
Exercise price for RSUs
$0.00/share
Conversion price for 17,500 RSUs into common stock
Shares held after transactions
26,175 shares
Direct common stock holdings following May 2026 trades
RSUs remaining
52,500 units
Restricted Stock Units held after 17,500-unit exercise
RSU grant size
70,000 units
Grant awarded on January 1, 2026 with staged vesting
Key Terms
Restricted Stock Unit (RSU), Rule 10b5-1 trading plan, weighted average price, vesting, +1 more
5 terms
Restricted Stock Unit (RSU) financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock."
A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.
Rule 10b5-1 trading plan regulatory
"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 3, 2026 solely to cover taxes..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported is a weighted average price. The securities were sold in multiple transactions at per share prices ranging from $1.07 to $1.105."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
vesting financial
"On January 1, 2026, the Reporting Person was granted 70,000 RSUs, vesting as to 25% of the underlying shares on the six-month anniversary..."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Vesting Commencement Date financial
"...the original promise date of November 4, 2025 (the "Vesting Commencement Date"), with the remaining 75% vesting in three equal installments..."
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.
