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BioXcel Therapeutics (NASDAQ: BTAI) officer converts RSUs into Common Stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BioXcel Therapeutics, Inc. officer Javier Rodriguez reported a small equity compensation event. On June 15, 2026, 35 Restricted Stock Units (RSUs) were converted into 35 shares of Common Stock at a reported price of $0.00 per share, reflecting a vesting-related derivative exercise rather than an open-market purchase.

After this transaction, Rodriguez directly holds 26,838 shares of Common Stock and 212 RSUs. The RSUs come from a grant of 562 RSUs awarded on March 15, 2023, which vests 25% after one year and 6.25% every three months thereafter, subject to continued employment.

Positive

  • None.

Negative

  • None.
Insider Rodriguez Javier
Role See Remarks
Type Security Shares Price Value
Exercise Restricted Stock Units 35 $0.00 --
Exercise Common Stock 35 $0.00 --
Holdings After Transaction: Restricted Stock Units — 212 shares (Direct, null); Common Stock — 26,838 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 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.
RSUs converted 35 shares RSUs converted to Common Stock on June 15, 2026
Price per share $0.00 per share Reported transaction price for RSU conversion
Shares held after 26,838 shares Common Stock directly held by Rodriguez following transaction
RSUs remaining 212 RSUs Restricted Stock Units outstanding after the conversion
Original RSU grant 562 RSUs Grant awarded March 15, 2023 with scheduled vesting
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock."
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.
contingent right financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock."
vesting financial
"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"
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.
Common Stock financial
"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.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/15/2026M35A(1)26,838D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)06/15/2026M35 (2) (2)Common Stock35$0212D
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 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.
Remarks:
Chief Legal Officer, Senior Vice President and Corporate Secretary
/s/ Richard Steinhart, Attorney-in-Fact for Javier Rodriguez06/17/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did BioXcel Therapeutics (BTAI) officer Javier Rodriguez report in this Form 4?

Javier Rodriguez reported the conversion of 35 Restricted Stock Units into 35 shares of BioXcel Therapeutics Common Stock. This was a compensation-related derivative exercise at $0.00 per share, not an open-market stock purchase or sale.

How many BioXcel Therapeutics (BTAI) shares does Javier Rodriguez hold after the reported transaction?

After the transaction, Javier Rodriguez directly holds 26,838 shares of BioXcel Therapeutics Common Stock. The filing also shows he retains 212 outstanding Restricted Stock Units that may settle in additional shares as they vest over time.

What was the size of the RSU conversion reported for BioXcel Therapeutics (BTAI)?

The filing shows 35 Restricted Stock Units converted into 35 shares of BioXcel Therapeutics Common Stock. This is a relatively small equity compensation event compared with the 26,838 total shares Rodriguez now directly holds following the transaction.

How do Javier Rodriguez’s RSUs vest at BioXcel Therapeutics (BTAI)?

Rodriguez received 562 RSUs on March 15, 2023. According to the disclosure, 25% vest on the first anniversary of that date, with 6.25% vesting at the end of each following three-month period, assuming continuous employment through each vesting date.

Was the BioXcel Therapeutics (BTAI) Form 4 a stock purchase or sale by Javier Rodriguez?

The Form 4 does not show an open-market purchase or sale. It reports a derivative exercise, where 35 Restricted Stock Units were converted into 35 shares at $0.00 per share as part of an existing equity compensation award.