[Form 4] BioXcel Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Frank Yocca, Chief Scientific Officer of BioXcel Therapeutics, Inc. (BTAI), reported Form 4 transactions showing restricted stock units converting to shares on September 14 and 15, 2025. Table II lists 163 underlying shares from RSUs reported 09/14/2025 and 317 underlying shares from RSUs reported 09/15/2025, each recorded at $0. The form explains that each RSU equals one share and notes prior grants of 521 RSUs on March 14, 2022 and 562 RSUs on March 15, 2023 with scheduled vesting (25% after one year, then 6.25% quarterly). The filing was signed by an attorney-in-fact on 09/16/2025.

Positive

• Timely disclosure of RSU vesting and resulting beneficial ownership changes for an officer
• Clear explanation that each RSU converts to one share and citation of original grant dates and vesting schedule

Negative

• None.

Insights

Securities Analyst

TL;DR Insider reported RSU vesting into 480 shares across two dates, a routine disclosure with limited market impact.

The Form 4 shows vesting-related transactions for the companys Chief Scientific Officer. The document records 163 and 317 underlying shares from RSUs on 09/14/2025 and 09/15/2025 respectively, at $0 per share, consistent with scheduled vesting from prior grants in 2022 and 2023. This is a standard insider compensation recognition rather than an open-market trade and likely does not change share supply materially. Disclosure timing and detail appear complete based on the form.

Corporate Governance Expert

TL;DR The filing documents routine vesting of long-term incentive awards; it aligns with standard vesting schedules and governance disclosure practices.

The explanatory section confirms each RSU converts to one share and references the original grant dates and vesting cadence (25% at year one, then 6.25% quarterly). The use of an attorney-in-fact signature is noted and the Form 4 lists the Reporting Persons role as Chief Scientific Officer. There are no departures from expected grant terms disclosed in this filing.

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

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

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 CT 06511

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2025

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

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

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

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	09/14/2025		M		33	A	(1)	6,349	D
Common Stock	09/15/2025		M		35	A	(1)	6,384	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)	09/14/2025		M			33	(2)	(2)	Common Stock	33	$0	163	D
Restricted Stock Units	(1)	09/15/2025		M			35	(3)	(3)	Common Stock	35	$0	317	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 March 14, 2022, the Reporting Person was granted 521 RSUs, vesting as to 25% of the total number of RSUs on the first anniversary of March 14, 2022 and as to 6.25% of the total number of RSUs at the end of each successive three-month period thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates.

3. On March 15, 2023, the Reporting Person was granted 562 RSUs, vesting as to 25% of the total number of RSUs on the first anniversary of March 15, 2023 and as to 6.25% of the total number of RSUs at the end of each successive three-month period thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates.

	/s/ Richard Steinhart, as Attorney-in-Fact for Frank Yocca, Ph.D	09/16/2025
	** 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).
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FAQ

What did Frank Yocca (BTAI) report on Form 4?

The filing reports RSU-related transactions converting to 163 shares on 09/14/2025 and 317 shares on 09/15/2025, recorded at $0 per share.

How many RSUs was Frank Yocca originally granted and when?

The form states grants of 521 RSUs on March 14, 2022 and 562 RSUs on March 15, 2023, with specified vesting schedules.

What is the vesting schedule for the RSUs reported?

Each grant vests 25% after one year and then 6.25% at the end of each successive three-month period, subject to continued employment.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Richard Steinhart as Attorney-in-Fact for Frank Yocca on 09/16/2025.

Do these transactions reflect open-market purchases or compensation vesting?

The transactions are RSU vesting events converting units to shares (compensation-related), not open-market trades.