BioXcel (NASDAQ: BTAI) CSO converts 9,000 RSUs to stock

Rhea-AI Filing Summary

BioXcel Therapeutics, Inc. Chief Scientific Officer Frank Yocca exercised 9,000 Restricted Stock Units into shares of Common Stock on May 1, 2026. The RSUs were granted on August 1, 2025 and represented a right to receive one share of common stock per unit.

Following this vesting and conversion, Yocca directly holds 15,520 shares of BioXcel common stock. The RSU award vested in full approximately nine months after the grant date, contingent on his continued employment with the company.

Insights

Equity compensation analyst

Routine RSU vesting converts 9,000 units into common shares for BioXcel’s CSO.

The filing shows Chief Scientific Officer Frank Yocca converting 9,000 Restricted Stock Units into Common Stock. This is a standard equity compensation event where each RSU delivers one share after vesting conditions are met, with no open-market buying or selling.

After the transaction, Yocca holds 15,520 common shares, and the specific RSU grant has been fully settled. There are no remaining derivatives shown in this filing, suggesting this was a straightforward vesting and share delivery rather than an active trading decision.

Insider Trade Summary

Net Buyer: 9,000 shares

Net Buy 2 txns

Insider Yocca Frank

Role Chief Scientific Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	9,000	$0.00	$0.00
Exercise	Common Stock	9,000	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 15,520 shares (Direct)

Footnotes (2)

1. F1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
2. F2. On August 1, 2025 (the "Grant Date"), the Reporting Person was granted 9,000 RSUs, vesting as to 100% on or within thirty (30) days of 9 months from the Grant Date, subject to the Reporting Person's continued employment with the Issuer or a subsidiary of the Issuer on such date.

Key Figures

RSUs exercised: 9,000 units Shares held after transaction: 15,520 shares RSU grant date: August 1, 2025 +1 more

4 metrics

RSUs exercised 9,000 units Restricted Stock Units converted to Common Stock on May 1, 2026

Shares held after transaction 15,520 shares Direct common stock holdings following RSU conversion

RSU grant date August 1, 2025 Grant date for 9,000 RSUs awarded to CSO

RSU-to-share ratio 1 share per RSU Each RSU represented a contingent right to one common share

Key Terms

Restricted Stock Unit, derivative security, Common Stock, vesting

4 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Common Stock financial

"Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

vesting financial

"vesting as to 100% on or within thirty (30) days of 9 months from the Grant Date"

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.

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

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 05/07/2026 - 07:00 PM Learn about SEC filing dates

FAQ

What did BioXcel Therapeutics (BTAI) CSO Frank Yocca report in this Form 4?

Frank Yocca reported the vesting and conversion of 9,000 Restricted Stock Units into Common Stock. This compensation-related event increased his direct holdings to 15,520 BioXcel shares and did not involve any open-market purchases or sales of stock.

How many BioXcel (BTAI) shares does Frank Yocca hold after this RSU conversion?

After the RSU conversion, Frank Yocca directly holds 15,520 shares of BioXcel common stock. These shares result from 9,000 Restricted Stock Units vesting and settling into stock, in addition to his pre-existing holdings reported in the Form 4 filing.

What are the details of the 9,000 RSUs reported by BioXcel’s CSO?

The 9,000 Restricted Stock Units were granted on August 1, 2025, with each RSU representing a right to receive one share of common stock. The award vested 100% about nine months after the grant date, conditioned on Frank Yocca’s continued employment with BioXcel.

Did the BioXcel (BTAI) Form 4 show any stock sales by Frank Yocca?

The Form 4 does not report any stock sales by Frank Yocca. It only shows the exercise and settlement of 9,000 Restricted Stock Units into Common Stock, a routine equity compensation event rather than an open-market transaction.

Is the 9,000-share RSU exercise by BioXcel’s CSO a market purchase?

No, the 9,000-share event is not a market purchase. It reflects Restricted Stock Units vesting and automatically converting into Common Stock at a stated price of $0.00 per unit, consistent with typical RSU settlement mechanics rather than buying shares in the open market.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Yocca Frank

(Last) (First) (Middle)

C/O BIOXCEL THERAPEUTICS, INC.

555 LONG WHARF DRIVE, 12TH FLOOR

(Street)

NEW HAVEN CONNECTICUT 06511

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BioXcel Therapeutics, Inc. [ BTAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Scientific Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/01/2026		M		9,000	A	(1)	15,520	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	05/01/2026		M			9,000	(2)	(2)	Common Stock	9,000	$0	0	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.

2. On August 1, 2025 (the "Grant Date"), the Reporting Person was granted 9,000 RSUs, vesting as to 100% on or within thirty (30) days of 9 months from the Grant Date, subject to the Reporting Person's continued employment with the Issuer or a subsidiary of the Issuer on such date.

	/s/ Richard Steinhart, as Attorney-in-Fact for Frank Yocca, Ph.D	05/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)