Javier Rodriguez of BioXcel (NASDAQ: BTAI) converts 9,000 RSUs to shares

Rhea-AI Filing Summary

BioXcel Therapeutics, Inc. officer Javier Rodriguez exercised 9,000 Restricted Stock Units into Common Stock on May 1, 2026. Each RSU converted into one share at a price of $0.00 per share, increasing his direct holdings to 15,863 Common Stock shares.

The 9,000 RSUs were granted on August 1, 2025 and were scheduled to vest in full approximately nine months after the grant date, contingent on continued employment. Following this vesting and conversion, no RSUs from this grant remain outstanding.

Insider Trade Summary

9,000 shares exercised/converted

Mixed 2 txns

Insider Rodriguez Javier

Role See Remarks

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

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 15,863 shares (Direct, null)

Footnotes (1)

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. 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 acquired: 9,000 shares Price per share: $0.00 per share +3 more

6 metrics

RSUs exercised 9,000 units Converted to Common Stock on May 1, 2026

Shares acquired 9,000 shares Common Stock received from RSU conversion

Price per share $0.00 per share Conversion of RSUs to Common Stock

Shares held after 15,863 shares Direct Common Stock holdings post-transaction

RSU grant size 9,000 RSUs Granted on August 1, 2025

Vesting schedule 100% after ~9 months Vests on or within 30 days of 9 months from Grant Date

Key Terms

Restricted Stock Unit, RSU, Grant Date

3 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.

RSU financial

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

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

Grant Date financial

"On August 1, 2025 (the "Grant Date"), the Reporting Person was granted 9,000 RSUs"

The grant date is the day a company formally gives an employee or contractor the right to receive stock-based compensation, such as stock options or restricted shares. It matters to investors because it fixes key terms—like the price, the start of the ownership clock, and when the award will affect the company’s financial statements and share count—so it can influence dilution, reported expenses, and potential future selling pressure.

Form 4 Insider Transactions: What Each Field Means →

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^*

Rodriguez Javier

(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)
	See Remarks

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)	15,863	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.

Remarks:

Chief Legal Officer, Senior Vice President and Corporate Secretary

	/s/ Richard Steinhart, Attorney-in-Fact for Javier Rodriguez	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)

FAQ

What transaction did Javier Rodriguez report in BioXcel (BTAI) Form 4?

Javier Rodriguez reported exercising 9,000 Restricted Stock Units into Common Stock. The RSUs converted on May 1, 2026 at $0.00 per share, reflecting the vesting of an equity award previously granted as part of his compensation package with BioXcel Therapeutics, Inc.

How many BioXcel (BTAI) shares does Javier Rodriguez hold after this Form 4?

After exercising 9,000 RSUs, Javier Rodriguez directly holds 15,863 shares of BioXcel Common Stock. This figure reflects his position immediately following the May 1, 2026 transaction, as reported in the Form 4, and includes the newly issued shares from the vested RSUs.

What are the terms of the 9,000 RSUs reported for BioXcel (BTAI)?

The 9,000 RSUs were granted on August 1, 2025 and were scheduled to vest 100% on or within 30 days of nine months from the grant date. Vesting was conditioned on Javier Rodriguez’s continued employment with BioXcel Therapeutics, Inc. or one of its subsidiaries.

Did Javier Rodriguez buy or sell BioXcel (BTAI) shares on the open market?

The Form 4 shows a derivative exercise, not an open-market trade. Javier Rodriguez acquired 9,000 shares by converting vested RSUs at $0.00 per share, reflecting equity compensation vesting rather than a purchase or sale on a stock exchange.

What is a Restricted Stock Unit (RSU) in the BioXcel (BTAI) filing?

In this filing, each Restricted Stock Unit represents a contingent right to receive one share of BioXcel Common Stock. Once vesting conditions are met, the RSUs convert into shares, as seen when 9,000 RSUs vested and became 9,000 Common Stock shares for Javier Rodriguez.