BioXcel Therapeutics (BTAI) officer converts 68 RSUs into common shares

Rhea-AI Filing Summary

BioXcel Therapeutics, Inc. officer Javier Rodriguez reported routine equity compensation activity involving restricted stock units (RSUs). On March 14 and 15, he exercised a total of 68 RSUs for 68 shares of Common Stock at $0.00 per share, reflecting vesting of prior grants.

Following these transactions, Rodriguez directly holds 6,863 shares of Common Stock and remaining RSU balances of 97 and 247 units as shown in the filing. Footnotes explain that RSU grants of 521 units in 2022 and 562 units in 2023 vest 25% after one year and 6.25% quarterly thereafter, subject to continued employment.

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

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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).

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 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)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2026

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	03/14/2026		M		33	A	(1)	6,828	D
Common Stock	03/15/2026		M		35	A	(1)	6,863	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)	03/14/2026		M			33	(2)	(2)	Common Stock	33	$0	97	D
Restricted Stock Units	(1)	03/15/2026		M			35	(3)	(3)	Common Stock	35	$0	247	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.

Remarks:

Chief Legal Officer, Senior Vice President and Corporate Secretary

	/s/ Richard Steinhart, Attorney-in-Fact for Javier Rodriguez	03/16/2026
	** 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.
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FAQ

What insider transactions did BioXcel Therapeutics (BTAI) report for Javier Rodriguez?

BioXcel officer Javier Rodriguez exercised 68 restricted stock units into 68 shares of Common Stock at $0.00 per share. These transactions on March 14 and 15 reflect scheduled RSU vesting from prior equity awards rather than open-market stock purchases or sales.

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

After the reported RSU exercises, Javier Rodriguez directly owns 6,863 shares of BioXcel Common Stock. The filing also shows remaining restricted stock unit balances, indicating he continues to hold additional unvested or unexercised equity awards granted in earlier years.

What were the original RSU grants disclosed for Javier Rodriguez at BioXcel (BTAI)?

Rodriguez received a grant of 521 restricted stock units on March 14, 2022 and another grant of 562 RSUs on March 15, 2023. Each RSU represents a contingent right to receive one share of BioXcel’s Common Stock upon vesting and settlement.

How do Javier Rodriguez’s BioXcel (BTAI) RSUs vest over time?

For both the 2022 and 2023 RSU grants, 25% of the total vests on the first anniversary of the grant date. The remaining units vest 6.25% at the end of each successive three-month period, contingent on his continuous employment with BioXcel through each vesting date.

Do the recent BioXcel (BTAI) Form 4 filings show any stock sales by Javier Rodriguez?

The filing shows only RSU exercises converting units into Common Stock at $0.00 per share, with no open-market sales reported. All transactions are coded as derivative exercises (code M), indicating compensation-related vesting rather than discretionary buying or selling activity.