BTAI insider grant: CSO awarded 9,000 RSUs, no shares sold

BioXcel Therapeutics (BTAI) – Insider Equity Grant Chief Scientific Officer Frank Yocca filed a Form 4 on 08/05/2025 reporting the grant of 9,000 restricted stock units (RSUs) on 08/01/2025.

Rhea-AI Filing Summary

BioXcel Therapeutics (BTAI) – Insider Equity Grant

Chief Scientific Officer Frank Yocca filed a Form 4 on 08/05/2025 reporting the grant of 9,000 restricted stock units (RSUs) on 08/01/2025. Each RSU converts into one common share at no cost. The award vests 100 % within 30 days after nine months from the grant date, contingent on continued employment. Following the transaction, Yocca beneficially owns 9,000 derivative securities representing future common shares, all held directly. No shares were sold or disposed of, and no other equity transactions were reported.

The filing reflects routine executive compensation; the size of the award is immaterial relative to the company’s public float and does not meaningfully alter insider ownership or share-count dilution.

Insights

Financial Analyst

TL;DR – Routine RSU grant; negligible dilution, neutral signal.

The 9,000-share RSU award to the CSO is standard retention compensation and represents a de minimis <1 % potential dilution versus BioXcel’s outstanding shares. No purchases or sales occurred, so there is no directional insight into insider sentiment. Vesting after nine months suggests short-term retention focus but is not, on its own, market-moving. Overall impact is neutral for valuation and governance.

Insider Trade Summary

Grant/Award: 9,000 shares

Grant/Award 1 txn

Insider Yocca Frank

Role Chief Scientific Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	9,000	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 9,000 contracts (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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did BioXcel Therapeutics (BTAI) report in the latest Form 4?

CSO Frank Yocca received 9,000 RSUs on 08/01/2025, vesting in nine months; no shares were sold.

Does the 9,000-share RSU grant materially dilute existing BTAI shareholders?

No. 9,000 shares are immaterial relative to BioXcel’s overall share count.

When will the granted RSUs to Frank Yocca vest?

The award vests 100 % within 30 days after nine months from 08/01/2025, subject to continued employment.

Did the insider buy or sell common stock in this filing?

No purchases or sales occurred; the filing only discloses an equity grant.

What is the conversion price of the RSUs reported by BTAI?

RSUs convert to common stock at $0 exercise price; they are delivered upon vesting.

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

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Accepted by SEC EDGAR 08/05/2025 - 08:00 PM Learn about SEC filing dates

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 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)
08/01/2025

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

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)	08/01/2025		A		9,000		(2)	(2)	Common Stock	9,000	$0	9,000	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, Attorney-in-Fact for Frank Yocca, Ph.D	08/05/2025
	** 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).
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.