Bioxcel Therapeutics Inc SEC Filings

BioXcel Therapeutics, Inc. Chief Financial Officer Richard Steinhart increased his equity stake through routine RSU vesting and exercises. On March 14 and 15, 2026, he exercised Restricted Stock Units that delivered a total of 68 shares of Common Stock at an exercise price of $0.00 per share. Following these transactions, he directly holds 6,645 shares of Common Stock. The filings also show remaining unexercised RSU balances of 247 units from a March 15, 2023 grant and 97 units from a March 14, 2022 grant, each RSU representing the right to receive one share of Common Stock as vesting continues.

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.

BioXcel Therapeutics Chief Scientific Officer Frank Yocca exercised restricted stock units into common shares in routine compensation-related transactions. On March 14 and 15, 2026, he converted a total of 68 RSUs into 68 shares of common stock at $0.00 per share. Following these conversions, he directly holds 6,520 shares of common stock, along with remaining RSU balances from prior grants made in March 2022 (521 RSUs) and March 2023 (562 RSUs) that continue to vest over time, subject to ongoing employment.

BioXcel Therapeutics, Inc. entered into a securities purchase agreement for a registered direct offering of common stock, pre-funded warrants, and accompanying common stock warrants. The company agreed to sell 2,480,294 shares of common stock with accompanying warrants and pre-funded warrants exercisable for up to 2,020,491 shares with accompanying warrants, at combined offering prices of $1.739 and $1.738, respectively.

The accompanying warrants carry a $1.614 exercise price per share, are immediately exercisable, and expire five years after issuance. The offering, conducted under an effective Form S-3 shelf registration, closed with aggregate gross proceeds of approximately $7.8 million. Rodman & Renshaw LLC acted as exclusive placement agent, earning a 6.0% cash fee on gross proceeds, warrants equal to 4.0% of shares placed (180,031 shares) at a $2.0175 exercise price, and specified expense reimbursements.

Separately, under a warrant amendment agreement, the exercise price of certain outstanding warrants to purchase up to 1,385,083 shares held by the purchaser was reduced to $1.614 per share and their term extended to five years following closing, in exchange for approximately $173,135 and a 6.0% cash fee to the placement agent on that amount.

BioXcel Therapeutics is conducting a registered direct offering of 2,480,294 shares of common stock and pre-funded warrants to purchase up to 2,020,491 shares, with accompanying warrants to purchase up to 4,500,785 shares.

The combined purchase price is $1.739 per share plus accompanying warrant (or $1.738 per pre-funded warrant plus warrant). Net proceeds are estimated at approximately $7.3 million after placement agent fees and expenses. Rodman & Renshaw LLC is the exclusive placement agent and will receive a 6.0% cash fee, reimbursement of certain expenses, and placement agent warrants to purchase up to 180,031 shares at an exercise price of $2.0175.

The accompanying and placement agent warrants have a five-year term and an exercise price of $1.614 (investor warrants). Shares outstanding after the offering are stated as 24,496,472 assuming full exercise of the pre-funded warrants and no exercise of accompanying or placement agent warrants. Delivery is expected on or about March 11, 2026.

BioXcel Therapeutics filed an update on its market assessment for IGALMI, its treatment for acute agitation in bipolar disorder and schizophrenia, focused on potential at-home (outpatient) use. This work is tied to a recently submitted supplemental New Drug Application seeking U.S. approval for at-home administration.

The updated opportunity analysis used results from the SERENITY At-Home clinical study, interviews with 15 prescribers and 5 payer leaders, and survey responses from 180 experienced prescribers, plus patient-level claims data to estimate how many diagnosed and treated patients might be candidates for IGALMI. The filing also highlights extensive forward-looking risks, including funding needs, substantial doubt about the company’s ability to continue as a going concern, regulatory and commercialization uncertainties, and the possibility that agitation episode volume and the total addressable market for IGALMI could be overestimated.

BioXcel Therapeutics, Inc. has an updated ownership disclosure as several Millennium-affiliated entities and Israel A. Englander filed an amended Schedule 13G reporting significant holdings of the company’s common stock. Millennium Management LLC, Millennium Group Management LLC and Mr. Englander each report beneficial ownership of 1,835,192 shares, representing 8.4% of the common stock. Integrated Core Strategies (US) LLC reports beneficial ownership of 1,833,717 shares, also representing 8.4% of the class. The filers state the securities are not held for the purpose of changing or influencing control of BioXcel Therapeutics.

BioXcel Therapeutics, Inc. entered into milestone and retention bonus agreements with certain key employees, including senior management, following its submission of a supplemental New Drug Application to the FDA for at-home treatment of agitation in bipolar disorder or schizophrenia with IGALMI®.

Each agreement provides an aggregate cash bonus of $225,000 per employee and $650,000 for the Chief Executive Officer, split between an initial lump-sum payment at signing and a final payment on April 15, 2026. The final payment depends on continued employment and the absence of a Default or Event of Default under the company’s Credit Agreement with Oaktree. The final bonus can be accelerated if the company raises at least $25 million in capital or completes a Change of Control or other material transaction before April 15, 2026, and is subject to forfeiture and repayment if the employee is terminated for Cause or resigns without Good Reason before specified 2026 dates.

BioXcel Therapeutics, Inc. filed a current report describing a key regulatory milestone for its drug IGALMI®. The company has submitted a supplemental New Drug Application (sNDA) to the U.S. Food and Drug Administration seeking to expand IGALMI’s use to an at-home setting for the acute treatment of agitation associated with bipolar disorders or schizophrenia. IGALMI was previously approved in April 2022 as the first and only orally dissolving sublingual film for the acute treatment of agitation associated with schizophrenia or bipolar I or II disorder in adults under the supervision of a healthcare provider. The new sNDA aims to broaden IGALMI’s label to cover at-home use for a wider patient population, an area where the company notes there are currently no FDA-approved treatment options.