BTAI / BioXcel Therapeutics, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

Up to $80,000,000 Common Stock

As Filed Pursuant to Rule 424(b)(5) Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus Supplements dated April 3, 2025 and August 6, 2025 and Prospectus dated November 13, 2023) Up to $80,000,000 Common Stock This Prospectus Supplement supplements the prospectus supplement dated April 3, 2025 (the “Initial ATM Prospectus Supplement”) and the prospectus supplement dated August 6, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

BioXcel Therapeutics Reports Second Quarter 2025 Financial Results and Recent Business Updates Topline data from SERENITY At-Home Phase 3 trial for acute treatment of agitation associated with bipolar disorders or schizophrenia expected in August FDA

Exhibit 99.1 BioXcel Therapeutics Reports Second Quarter 2025 Financial Results and Recent Business Updates Topline data from SERENITY At-Home Phase 3 trial for acute treatment of agitation associated with bipolar disorders or schizophrenia expected in August FDA meeting scheduled in August and is intended to support potential sNDA submission for label expansion of IGALMI® in the at-home setting P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

BioXcel Therapeutics to Participate in Canaccord Genuity 45th Annual Growth Conference

Exhibit 99.1 BioXcel Therapeutics to Participate in Canaccord Genuity 45th Annual Growth Conference NEW HAVEN, Conn., Aug. 11, 2025 — BioXcel Therapeutics, Inc. (Nasdaq: BTAI), a biopharmaceutical company utilizing artificial intelligence to develop transformative medicines in neuroscience, today announced that Vimal Mehta, Ph.D., CEO of BioXcel Therapeutics, will participate in a fireside chat at

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

The potential for BXCL501 in the at-home setting reflects significant unmet need and attractiveness to patients Anticipated Episodic Patient Choice (Future Market) (% of Episodes, Market research, n=240) 80% 20% BXCL501 Other • Our market research in

Exhibit 99.1 ® BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | www.bioxceltherapeutics.com August 2025 BXCL501 Commercial Opportunity in the At-Home Setting for Bipolar Disorders and Schizophrenia NASDAQ: BTAI The potential for BXCL501 in the at-home setting reflects significant unmet need and attractiveness to patients Anticipated Episodic Patient Choice (Future Ma

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

Up to $3,500,000 Common Stock

As Filed Pursuant to Rule 424(b)(5) Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus Supplement April 3, 2025 and Prospectus dated November 13, 2023) Up to $3,500,000 Common Stock This Prospectus Supplement supplements the prospectus supplement April 3, 2025 (the “ATM Prospectus Supplement”), relating to the offer and sale of shares of our common stock, $0.001 par value per share,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2025 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2025 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2025 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2025 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

BioXcel Therapeutics Reports First Quarter 2025 Financial Results and Provides Business Update Enrollment complete in SERENITY At-Home pivotal Phase 3 safety trial for acute treatment of agitation associated with bipolar disorders or schizophrenia To

Exhibit 99.1 BioXcel Therapeutics Reports First Quarter 2025 Financial Results and Provides Business Update Enrollment complete in SERENITY At-Home pivotal Phase 3 safety trial for acute treatment of agitation associated with bipolar disorders or schizophrenia Topline data expected in second half of 2025 intended to support potential sNDA submission for label expansion of IGALMI® in the at-home se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

As filed with the Securities and Exchange Commission on April 4, 2025

As filed with the Securities and Exchange Commission on April 4, 2025 Registration No.

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) BioXcel Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.001

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 3, 2025 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 3, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

Equity Distribution Agreement, by and between the Company and Canaccord Genuity LLC

Exhibit 1.1 BioXcel Therapeutics, Inc. Common Stock (par value $0.001 per share) EQUITY DISTRIBUTION AGREEMENT April 3, 2025 Canaccord Genuity LLC 1 Post Office Square, Suite 3000 Boston, Massachusetts 02109 Ladies and Gentlemen: BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), confirms this agreement (this “Agreement”) with Canaccord Genuity LLC (the “Manager”) as follows: SECT

Up to $8,135,000 shares of Common Stock

TABLE OF CONTENTS   As filed pursuant to rule 424(b)(5)   Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 13, 2023) Up to $8,135,000 shares of Common Stock We have entered into an Equity Distribution Agreement (the “Distribution Agreement”), with Canaccord Genuity LLC, or Canaccord, dated April 3, 2025, relating to the sale of shares of our common stock offered by t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 001-3

Insider Trading Policy

Exhibit 19.1 BIOXCEL THERAPEUTICS, INC. INSIDER TRADING COMPLIANCE POLICY This Insider Trading Compliance Policy (this “Policy”) consists of seven sections: ● Section I provides an overview; ● Section II sets forth the policies of the Company prohibiting insider trading; ● Section III explains insider trading; ● Section IV consists of procedures that have been put in place by the Company to preven

Sixth Amendment to Credit Agreement and Guaranty, dated March 4, 2025, to the Credit Agreement and Guaranty, dated April 19, 2022, by and among the Company, as the borrower, certain subsidiaries of the Company from time to time party thereto as subsidiary guarantors, the lenders party thereto, and Oaktree Fund Administration LLC, as administrative agent (as amended)

Exhibit 10.22.6 Execution Version SIXTH AMENDMENT TO Credit agreement AND guaranty This Sixth Amendment to Credit Agreement and Guaranty (this “Amendment”) is made as of March 4, 2025, by and among BIOXCEL THERAPEUTICS, INC., a Delaware corporation (the “Borrower”), the lenders party hereto (collectively, the “Lenders” and individually, a “Lender”), and OAKTREE FUND ADMINISTRATION, LLC, as adminis

Form of Amended and Restated Warrant Agreement, dated November 25, 2024

Exhibit 4.5 BIOXCEL THERAPEUTICS, INC. AMENDED AND RESTATED WARRANT TO PURCHASE SHARES OF COMMON STOCK Warrant No. [●] Number of Shares: [●] (subject to adjustment) Date of Issuance: November 25, 2024 BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [●] or it

Subsidiaries of BioXcel Therapeutics, Inc.

Exhibit 21.1 Subsidiaries OnkosXcel Therapeutics, LLC (Delaware) OnkosXcel Employee Holdings, LLC (Delaware)

Exhibit 4.1

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT General BioXcel Therapeutics, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). References herein to “we,” “us,” “our” and the “Company” refer to BioXcel Therapeutics, Inc. and not to any of its subsidiaries. The

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

BioXcel Therapeutics Reports Financial Results for the Fourth Quarter and Full Year 2024 Enrollment exceeds 60% of required number of patients in SERENITY At-Home pivotal Phase 3 safety trial evaluating 200 patients for acute treatment of agitation a

Exhibit 99.1 BioXcel Therapeutics Reports Financial Results for the Fourth Quarter and Full Year 2024 Enrollment exceeds 60% of required number of patients in SERENITY At-Home pivotal Phase 3 safety trial evaluating 200 patients for acute treatment of agitation associated with bipolar disorders or schizophrenia Topline data expected in second half of 2025 intended to support potential sNDA submiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 20, 2025 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 20, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2025 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2025 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

Form of Pre-Funded Warrant

Exhibit 4.2 Final Form BIOXCEL THERAPEUTICS, INC. PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK Warrant No. PFCS-[ ● ] Number of Shares: [ ● ] (subject to adjustment) Date of Issuance: March 4, 2025 BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ●

Securities Purchase Agreement dated as of March 3, 2025, between BioXcel Therapeutics, Inc. and each purchaser identified therein.

Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 3, 2025, between BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the

188,383 Shares of Common Stock Pre-Funded Warrants to Purchase up to 3,811,617 Shares of Common Stock Warrants to Purchase up to 4,000,000 Shares of Common Stock Warrants to Purchase 4,000,000 Shares of Common Stock (or Pre-Funded Warrants) and Warra

TABLE OF CONTENTS   Filed Pursuant to Rule 424(b)(5)  Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus dated November 13, 2023) 188,383 Shares of Common Stock Pre-Funded Warrants to Purchase up to 3,811,617 Shares of Common Stock Warrants to Purchase up to 4,000,000 Shares of Common Stock Warrants to Purchase 4,000,000 Shares of Common Stock (or Pre-Funded Warrants) and Warrants to

Form of Option Warrant

Exhibit 4.3 Final Form BIOXCEL THERAPEUTICS, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK (OR PRE-FUNDED WARRANTS TO PURCHASE SHARES OF COMMON STOCK) AND OPTION WARRANTS TO PURCHASE SHARES OF COMMON STOCK Warrant No. UN-1 Number of Shares (or Pre-Funded Warrant Shares in lieu thereof): [ ● ] Number of Option Warrant Shares: [ ● ] Date of Issuance: March 4, 2025 BioXcel Therapeutics, Inc., a Del

Form of Accompanying Warrant

Exhibit 4.1 Final Form BIOXCEL THERAPEUTICS, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK Warrant No. CS-[ ● ] Number of Shares: [ ● ] (subject to adjustment) Date of Issuance: March 4, 2025 BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ● ] or its reg

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of BioXcel Therapeutics, Inc.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED OF BIOXCEL THERAPEUTICS, INC. BIOXCEL THERAPEUTICS, INC. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: FIRST: The name of the Corporation is BioXcel Therapeutics, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 6, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 6, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 28, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 28, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511 January 15, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549 Attention: Alan Campbell Re:          BioXcel Therapeutics, Inc. Registration Statement on Form S-3 Filed January 10, 2025 File No. 333-284224 Acceleration Request Ladies and Gentlemen: Pursua

Filing fee table.

Exhibit 107 CALCULATION OF FILING FEE TABLE Registration Statement Form S-3 (Form Type) BioXcel Therapeutics, Inc.

Form of Amended and Restated Fourth Amendment Warrant.

Exhibit 4.3 Execution Version BIOXCEL THERAPEUTICS, INC. AMENDED AND RESTATED COMMON STOCK WARRANT NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE OR CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (I) IN ACCORDANCE WITH THE SECURITIES ACT OR SUCH APPLICA

As filed with the Securities and Exchange Commission on January 10, 2025

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 10, 2025 Registration No.

Amendment to Executive Employment Agreement dated January 7, 2025 by and between BioXcel Therapeutics, Inc. and Vimal Mehta.

Exhibit 10.1 BioXcel Therapeutics, Inc. AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT This Amendment to Executive Employment Agreement (this “Amendment”) is made and entered into by and between Vimal Mehta, Ph.D. (“Executive”) and BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), as of January 7, 2025 (the “Effective Date”). Capitalized terms used but not defined herein shall have

Amendment to Executive Employment Agreement dated January 7, 2025 by and between BioXcel Therapeutics, Inc. and Richard Steinhart.

Exhibit 10.2 BioXcel Therapeutics, Inc. AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT This Amendment to Executive Employment Agreement (this “Amendment”) is made and entered into by and between Richard Steinhart (“Executive”) and BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), as of January 7, 2025 (the “Effective Date”). Capitalized terms used but not defined herein shall have t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2025 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2025 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

Amendment to Executive Employment Agreement dated January 7, 2025 by and between BioXcel Therapeutics, Inc. and Frank Yocca.

Exhibit 10.3 BioXcel Therapeutics, Inc. AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT This Amendment to Executive Employment Agreement (this “Amendment”) is made and entered into by and between Frank Yocca, Ph.D. (“Executive”) and BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), as of January 7, 2025 (the “Effective Date”). Capitalized terms used but not defined herein shall have

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

EXHIBIT 99.1

CUSIP NO. 09075P105 SC 13G EXHIBIT 99.1 The Schedule 13G to which this attachment is appended is filed by Qatar Investment Authority on behalf of itself and the following wholly-owned subsidiary: Q Boost Holding LLC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

Certificate of Incumbency

CUSIP NO. 09075P105 SC 13G EXHIBIT 99.2 Certificate of Incumbency **I, Ahmad Mohammed F Q Al-Khanji, Chief of Legal and General Counsel, of Qatar Investment Authority, established by Emiri Decision No 22 in 2005, with its registered office at, Ooredoo Tower (Building 14), Al Dafna Street (Street 801), Al Dafna (Zone 61), Doha, State of Qatar, do hereby confirm that Andrew Watkins is the duly appoi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

5,600,000 Shares of Common Stock, Pre-Funded Warrants to Purchase 9,000,000 Shares of Common Stock, and Warrants to Purchase 14,600,000 Shares of Common Stock

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus dated November 13, 2023) 5,600,000 Shares of Common Stock, Pre-Funded Warrants to Purchase 9,000,000 Shares of Common Stock, and Warrants to Purchase 14,600,000 Shares of Common Stock We are offering (i) 5,600,000 shares of our common stock and accompanying warrants to purchase 5,6

Form of Warrant

  Exhibit 4.2   BIOXCEL THERAPEUTICS, INC.   FORM OF WARRANT TO PURCHASE SHARES OF COMMON STOCK   Warrant No.  Number of Shares:   (subject to adjustment) Date of Issuance: November 21, 2024     BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, or its register

Underwriting Agreement, dated November 22, 2024, between the Company and Canaccord Genuity LLC

  Exhibit 1.1   5,600,000 Shares of Common Stock   Pre-Funded Warrants to Purchase 9,000,000 Shares of Common Stock   Common Stock Warrants to Purchase 14,600,000 Shares of Common Stock   BIOXCEL THERAPEUTICS, INC.   UNDERWRITING AGREEMENT   November 22, 2024   Canaccord Genuity LLC As Representative of the several Underwriters named in Schedule I attached hereto,   c/o Canaccord Genuity LLC 1 Pos

Form of Pre-funded Warrant

  Exhibit 4.1   BIOXCEL THERAPEUTICS, INC.   FORM OF PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK   Warrant No.  Number of Shares:   (subject to adjustment) Date of Issuance: November 21, 2024     BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, or i

Form of Fifth Amendment Warrant, dated November 21, 2024

Exhibit 4.1 BIOXCEL THERAPEUTICS, INC. COMMON STOCK WARRANT NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE OR CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (I) IN ACCORDANCE WITH THE SECURITIES ACT OR SUCH APPLICABLE STATE SECURITIES LAWS, PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 21, 2024 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 21, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

Fifth Amendment to Credit Agreement and Guaranty dated November 21, 2024.

Exhibit 10.1 FIFTH AMENDMENT TO Credit agreement AND guaranty AND FIRST AMENDMENT TO FOURTH AMENDMENT TO CREDIT AGREEMENT AND GUARANTY This Fifth Amendment to Credit Agreement and Guaranty and First Amendment to Fourth Amendment to Credit Agreement and Guaranty (this “Amendment”) is made as of November 21, 2024 (the “Fifth Amendment Date”), by and among BIOXCEL THERAPEUTICS, INC., a Delaware corpo

SUBJECT TO COMPLETION, DATED NOVEMBER 21, 2024

TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying base prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed.

Form of Third Amended and Restated Registration Rights Agreement, among the Company and Oaktree-TCDRS Strategic Credit, LLC, Oaktree-Forrest Multi-Strategy, LLC, Oaktree-TBMR Strategic Credit Fund C, LLC, Oaktree-TBMR Strategic Credit Fund F, LLC, Oaktree-TBMR Strategic Credit Fund G, LLC, Oaktree-TSE 16 Strategic Credit, LLC, INPRS Strategic Credit Holdings, LLC, Oaktree Specialty Lending Corporation, Oaktree Strategic Credit Fund, Oaktree GCP Fund Delaware Holdings, L.P., Oaktree Diversified Income Fund Inc., Oaktree AZ Strategic Lending Fund, L.P., Oaktree LSL Fund Holdings EURRC S.a.r.l., Oaktree LSL Fund Delaware Holdings EURRC, L.P., and Q Boost Holding LLC.

   Exhibit 4.2    BIOXCEL THERAPEUTICS, INC. THIRD Amended and Restated REGISTRATION RIGHTS AGREEMENT    This THIRD Amended and Restated Registration Rights Agreement (this “Agreement”) is made as of [●], 2024, by and among BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), the purchasers identified on Schedule A hereto (each, a “Purchaser”) and such other Persons, if any, from ti

Addendum to Employment Agreement – Vince O’Neill

Exhibit 10.5 ADDENDUM TO EXECUTIVE EMPLOYMENT AGREEMENT This Addendum to Executive Employment Agreement (“Addendum”) supplements the attached Executive Employment Agreement, dated June 1, 2018 (“Employment Agreement,” as updated by this Addendum, the “Agreement”), by and between the Company and the Executive (both as defined in the Employment Agreement, and collectively referred to as the “Parties

Addendum to Employment Agreement – Vimal Mehta

Exhibit 10.4 ADDENDUM TO EXECUTIVE EMPLOYMENT AGREEMENT This Addendum to Executive Employment Agreement (“Addendum”) supplements the attached Executive Employment Agreement, dated March 7, 2018 (“Employment Agreement,” as updated by this Addendum, the “Agreement”), by and between the Company and the Executive (both as defined in the Employment Agreement, and collectively referred to as the “Partie

Addendum to Employment Agreement – Richard Steinhart

Exhibit 10.7 ADDENDUM TO EXECUTIVE EMPLOYMENT AGREEMENT This Addendum to Executive Employment Agreement (“Addendum”) supplements the attached Executive Employment Agreement, dated October 2, 2017 (“Employment Agreement,” as updated by this Addendum, the “Agreement”), by and between the Company and the Executive (both as defined in the Employment Agreement, and collectively referred to as the “Part

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

BioXcel Therapeutics Reports Third Quarter 2024 Financial Results Advancing two pivotal Phase 3 trials of BXCL501 for acute treatment of agitation associated with bipolar disorders, schizophrenia, and Alzheimer’s dementia Conference call set for 8:00

Exhibit 99.1 BioXcel Therapeutics Reports Third Quarter 2024 Financial Results Advancing two pivotal Phase 3 trials of BXCL501 for acute treatment of agitation associated with bipolar disorders, schizophrenia, and Alzheimer’s dementia Conference call set for 8:00 a.m. ET today NEW HAVEN, Conn., Nov. 14, 2024 — BioXcel Therapeutics, Inc. (Nasdaq: BTAI), a biopharmaceutical company utilizing artific

Addendum to Employment Agreement – Frank Yocca

Exhibit 10.6 ADDENDUM TO EXECUTIVE EMPLOYMENT AGREEMENT This Addendum to Executive Employment Agreement (“Addendum”) supplements the attached Executive Employment Agreement, dated February 12, 2018 (“Employment Agreement,” as updated by this Addendum, the “Agreement”), by and between the Company and the Executive (both as defined in the Employment Agreement, and collectively referred to as the “Pa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2024 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

Consulting Agreement between BioXcel Therapeutics, Inc. and Matthew Wiley, dated October 8, 2024

Exhibit 10.2 CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”) is made and entered into as of October 3, 2024, (the “Effective Date”), by and between BioXcel Therapeutics, Inc., a Delaware corporation, with offices located at 555 Long Wharf Drive, 12th Floor, New Haven, CT 06511 (“BioXcel”) and Commercial Science, LLC a limited liability company, having an address at [***], (the “Co

Separation Agreement between BioXcel Therapeutics, Inc. and Matthew Wiley, dated October 3, 2024

Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE For good and valuable consideration, BioXcel Therapeutics, Inc. (the “Company”) and Matthew Wiley (“Employee”) enter into this Separation Agreement and General Release (this “Agreement”), to take effect on the Effective Date (as defined below in Section 8). 1.             Separation of Employment; Acknowledgements. (a)            Employee’s emp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 16, 2024 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 16, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 17, 2024 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 17, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 5, 2024 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 5, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 5, 2024 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 5, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

BioXcel Therapeutics Reports Second Quarter 2024 Financial Results Planning initiation of SERENITY At-Home pivotal Phase 3 trial of BXCL501 for acute treatment of agitation associated with bipolar disorders or schizophrenia Advancing plans for TRANQU

Exhibit 99.1 BioXcel Therapeutics Reports Second Quarter 2024 Financial Results Planning initiation of SERENITY At-Home pivotal Phase 3 trial of BXCL501 for acute treatment of agitation associated with bipolar disorders or schizophrenia Advancing plans for TRANQUILITY In-Care pivotal Phase 3 trial with BXCL501 for agitation associated with Alzheimer’s dementia Reported positive topline results fro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

Amendment No. 1, dated July 11, 2024, to Commercial Supply Agreement, between ARx, LLC and BioXcel Therapeutics, Inc., dated April 1, 2022

Exhibit 10.1 Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) of the type that the registrant customarily and actually treats as confidential. Amendment No. 1 to Commercial Supply Agreement This Amendment No. 1 to the Commercial Supply Agreement, dated as of July 11, 2024 (the “Amendment”), by and between BioXcel Therapeutics, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2024 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

BioXcel Therapeutics Announces Preliminary Estimated Unaudited Second Quarter Net Revenues from Sales of IGALMI™ (dexmedetomidine) Sublingual Film Focused market-access strategy generates estimated net revenue of approximately $1.1 million, highest q

Exhibit 99.1 BioXcel Therapeutics Announces Preliminary Estimated Unaudited Second Quarter Net Revenues from Sales of IGALMI™ (dexmedetomidine) Sublingual Film Focused market-access strategy generates estimated net revenue of approximately $1.1 million, highest quarterly net revenue since commercial launch Represents 90% increase from the prior quarter and 141% increase from the second quarter of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 10, 2024 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 10, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

Certificate of Amendment to Amended and Restated Certificate of Incorporation of BioXcel Therapeutics, Inc., as amended, dated June 10, 2024.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED OF BIOXCEL THERAPEUTICS, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware BioXcel Therapeutics, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify that:

BTAI / BioXcel Therapeutics, Inc. / Bioxcel Corp - SC 13D/A Activist Investment

SC 13D/A 1 tm2416681d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 09075P105 (CUSIP Number) Vimal Mehta 555 Long Wharf Drive New Haven, CT 06511 (475) 238-6837 (Name, Address and Telephone Nu

BIOXCEL THERAPEUTICS, INC. THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JUNE 4, 2024

 FILED PURSUANT TO RULE 424(b)(7)  FILE NO. 333-240118 PROSPECTUS SUPPLEMENT (To Prospectus dated April 7, 2022) BIOXCEL THERAPEUTICS, INC. THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JUNE 4, 2024 This Prospectus Supplement (this “Prospectus Supplement”) updates, amends and supplements the prospectus of BioXcel Therapeutics, Inc. (the “Company”), dated April 7, 2022 (as amended and supplemented, the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 BioXcel Therapeutics,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

BioXcel Therapeutics Reports First Quarter 2024 Financial Results Advancing TRANQUILITY and SERENITY program plans for two pivotal Phase 3 trials to expand BXCL501 market potential in acute treatment of agitation Strengthened intellectual property po

Exhibit 99.1 BioXcel Therapeutics Reports First Quarter 2024 Financial Results Advancing TRANQUILITY and SERENITY program plans for two pivotal Phase 3 trials to expand BXCL501 market potential in acute treatment of agitation Strengthened intellectual property portfolio for BXCL501 with grant of two new patents, in Japan and the U.S. Completed $25 million registered direct offering Conference call

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Prox

Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V45786-P05100 BIOXCEL THERAPEUTICS, INC. 2024 Annual Meeting Vote by June 9,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2024 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

® BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | bioxceltherapeutics.com NASDAQ: BTAI April 2024 AI - Driven Transformative Medicines in Neuroscience

Exhibit 99.1 ® BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | bioxceltherapeutics.com NASDAQ: BTAI April 2024 AI - Driven Transformative Medicines in Neuroscience This presentation includes “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 . BioXcel Therapeutics, Inc . (“BioXcel” or the “Company”) intends such

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Prox

® Acute Treatment of Agitation Associated with Alzheimer’s Dementia (AAD) ® 1 ® TRANQUILITY Program April 10, 2024

Exhibit 99.1 ® Acute Treatment of Agitation Associated with Alzheimer’s Dementia (AAD) ® 1 ® TRANQUILITY Program April 10, 2024 This presentation includes “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 . BioXcel Therapeutics, Inc . (“BioXcel” or the “Company”) intends such forward - looking statements to be covered by the safe harbor provi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2024 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) BioXcel Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.001

As filed with the Securities and Exchange Commission on April 3, 2024

As filed with the Securities and Exchange Commission on April 3, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

3,054,609 Shares of Common Stock, Pre-Funded Warrants to Purchase 5,565,027 Shares of Common Stock, and Warrants to Purchase 8,619,636 Shares of Common Stock

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus dated November 13, 2023) 3,054,609 Shares of Common Stock, Pre-Funded Warrants to Purchase 5,565,027 Shares of Common Stock, and Warrants to Purchase 8,619,636 Shares of Common Stock We are offering 8,619,636 shares of our common stock, or, in lieu thereof, pre-funded warrants to p

Securities Purchase Agreement, dated March 25, 2024, between the Company and the Purchasers

Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 25, 2024, between BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the

Form of Pre-Funded Warrant

Exhibit 4.1 Final Form BIOXCEL THERAPEUTICS, INC. PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK Warrant No. PFCS-[ ● ] Number of Shares: [ ● ] (subject to adjustment) Date of Issuance: [ ● ], 2024 BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ● ]

Form of Accompanying Warrant

Exhibit 4.2 Final Form BIOXCEL THERAPEUTICS, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK Warrant No. CS-[ ● ] Number of Shares: [ ● ] (subject to adjustment) Date of Issuance: [ ● ], 2024 BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ● ] or its regis

Policy for Recovery of Erroneously Awarded Compensation

Exhibit 97.1 BIOXCEL THERAPEUTICS, INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION BioXcel Therapeutics, Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are defined in Section 11. 1. Persons Subject

Fourth Amendment to Credit Agreement and Guaranty, dated March 20, 2024, to the Credit Agreement and Guaranty, dated April 19, 2022, by and among the Company, as the borrower, certain subsidiaries of the Company from time to time party thereto as subsidiary guarantors, the lenders party thereto, and Oaktree Fund Administration LLC, as administrative agent (as amended)

Exhibit 10.22.4 Execution Version FOURTH AMENDMENT TO CREDIT AGREEMENT AND GUARANTY This Fourth Amendment to Credit Agreement and Guaranty (this “Amendment”) is made as of March 20, 2024, by and among BIOXCEL THERAPEUTICS, INC., a Delaware corporation (the “Borrower”), the lenders party hereto (collectively, the “Lenders” and individually, a “Lender”), and OAKTREE FUND ADMINISTRATION, LLC, as admi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 001-38410 Bi

Form of Warrant Agreement, dated March 20, 2024

Exhibit 4.5 [FORM OF] BIOXCEL THERAPEUTICS, INC. COMMON STOCK WARRANT NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE OR CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (I) IN ACCORDANCE WITH THE SECURITIES ACT OR SUCH APPLICABLE STATE SECURITIES LAWS, PU

Subsidiaries of BioXcel Therapeutics, Inc.

Exhibit 21.1 Subsidiaries OnkosXcel Therapeutics, LLC (Delaware) OnkosXcel Employee Holdings, LLC (Delaware)

Exhibit 4.1

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT General BioXcel Therapeutics, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). References herein to “we,” “us,” “our” and the “Company” refer to BioXcel Therapeutics, Inc. and not to any of its subsidiaries. The

Second Amended and Restated Registration Rights Agreement, between the Company and the parties thereto, dated March 20, 2024.

Exhibit 4.6 Execution Version BIOXCEL THERAPEUTICS, INC. SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of March 20, 2024, by and among BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), the purchasers identified on Schedule A hereto (each, a “Purchaser”) and such other Persons,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2024 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

BioXcel Therapeutics Reports Financial Results for the Fourth Quarter and Full Year 2023 Provides update on two late-stage clinical programs for BXCL501 for potential treatment of agitation Recently completed meetings with U.S. Food and Drug Administ

Exhibit 99.1 BioXcel Therapeutics Reports Financial Results for the Fourth Quarter and Full Year 2023 Provides update on two late-stage clinical programs for BXCL501 for potential treatment of agitation Recently completed meetings with U.S. Food and Drug Administration for TRANQUILITY and SERENITY programs Conference call and webcast set for 8:00 a.m. ET today NEW HAVEN, Conn., March 12, 2024 — Bi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 14, 2024 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 14, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

® BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | bioxceltherapeutics.com NASDAQ: BTAI February 2024 AI - Driven Transformative Medicines in Neuroscience

Exhibit 99.1 ® BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | bioxceltherapeutics.com NASDAQ: BTAI February 2024 AI - Driven Transformative Medicines in Neuroscience This presentation includes "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 19 95. Forward - looking statements in this presentation include but are

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 12, 2024 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 12, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

Third Amendment to Credit Agreement and Guaranty dated February 12, 2024, to the Credit Agreement and Guaranty, dated April 19, 2022, by and among the Company, as the borrower, certain subsidiaries of the Company from time to time party thereto as subsidiary guarantors, the lenders party thereto, and Oaktree Fund Administration LLC, as administrative agent (as amended)

Exhibit 10.1 THIRD AMENDMENT TO Credit agreement AND guaranty EXECUTION VERSION This Third Amendment to Credit Agreement and Guaranty (this “Amendment”) is made as of February 12, 2024, by and among BIOXCEL THERAPEUTICS, INC., a Delaware corporation (the “Borrower”), the lenders party hereto (collectively, the “Lenders” and individually, a “Lender”), and OAKTREE FUND ADMINISTRATION, LLC, as admini

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 7, 2024 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 7, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

SUBJECT TO COMPLETION, DATED FEBRUARY 8, 2024

TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying base prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2024 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

December 5, 2023, to the Credit Agreement and Guaranty, dated April 19, 2022, by and among the Company, as the borrower, certain subsidiaries of the Company from time to time party thereto as subsidiary guarantors, the lenders party thereto, and Oaktree Fund Administration LLC, as administrative agent (as amended)

Exhibit 10.1 EXECUTION VERSION SECOND AMENDMENT TO CREDIT AGREEMENT AND GUARANTY AND TERMINATION OF REVENUE INTEREST FINANCING AGREEMENT This Second Amendment to Credit Agreement and Guaranty and Termination of Revenue Interest Financing Agreement (this “Amendment”) is made as of December 5, 2023, by and among BIOXCEL THERAPEUTICS, INC., a Delaware corporation, as borrower (the “Borrower”), the Gu

BTAI / BioXcel Therapeutics, Inc. / ADAGE CAPITAL PARTNERS GP, L.L.C. - BIOXCEL THERAPEUTICS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 09075P105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pur

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511 January 19, 2024 Via EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attention: Cindy Polynice Re: BioXcel Therapeutics, Inc. Registration Statement on Form S-3 Filed January 12, 2024 File No. 333-276488 To the addressee set forth above: Pursu

As filed with the Securities and Exchange Commission on January 12, 2024

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 12, 2024 Registration No.

Filing fee table.

Exhibit 107 CALCULATION OF FILING FEE TABLE Registration Statement Form S-3 (Form Type) BioXcel Therapeutics, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 18, 2023 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 18, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 12, 2023 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 12, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

Form of Amended and Restated Warrant Agreement, dated December 5, 2023

Exhibit 4.1 BIOXCEL THERAPEUTICS, INC. Amended and Restated COMMON STOCK WARRANT NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE OR CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (I) IN ACCORDANCE WITH THE SECURITIES ACT OR SUCH APPLICABLE STATE SECURITI

Amended and Restated Registration Rights Agreement, dated December 5, 2023, among the Company and Oaktree-TCDRS Strategic Credit, LLC, Oaktree-Forrest Multi-Strategy, LLC, Oaktree-TBMR Strategic Credit Fund C, LLC, Oaktree-TBMR Strategic Credit Fund F, LLC, Oaktree-TBMR Strategic Credit Fund G, LLC, Oaktree-TSE 16 Strategic Credit, LLC, INPRS Strategic Credit Holdings, LLC, Oaktree Specialty Lending Corporation, Oaktree Strategic Credit Fund, Oaktree GCP Fund Delaware Holdings, L.P., Oaktree Diversified Income Fund Inc., Oaktree AZ Strategic Lending Fund, L.P., Oaktree LSL Fund Holdings EURRC S.a.r.l., Oaktree LSL Fund Delaware Holdings EURRC, L.P., and Q Boost Holding LLC.

Exhibit 4.3 EXECUTION VERSION BIOXCEL THERAPEUTICS, INC. Amended and Restated REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this “Agreement”) is made as of December 5, 2023, by and among BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), the purchasers identified on Schedule A hereto (each, a “Purchaser”) and such other Persons, if any, fro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 5, 2023 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 5, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

Form of Warrant Agreement, dated December 5, 2023

Exhibit 4.2 BIOXCEL THERAPEUTICS, INC. COMMON STOCK WARRANT NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE OR CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (I) IN ACCORDANCE WITH THE SECURITIES ACT OR SUCH APPLICABLE STATE SECURITIES LAWS, PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

Waiver and First Amendment to Credit Agreement and Guaranty, by and between the Company, the lenders party thereto and Oaktree Fund Administration LLC dated November 13, 2023.

Exhibit 10.2 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10)(iv). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. WAIVER AND FIRST AMENDMENT TO credit agreement and guaranty This Waiver and First Amendment to Credit Agreement and Guaranty (this “Amendment”) is made

Up to $150,000,000 shares of Common Stock

TABLE OF CONTENTS  As filed pursuant to rule 424(b)(5)  Registration No. 333-275261 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 13, 2023) Up to $150,000,000 shares of Common Stock We have entered into an Open Market Sale Agreement™, or sales agreement, with Jefferies LLC, or Jefferies, dated May 10, 2021, as amended on November 1, 2023, relating to the sale of shares of our common stock of

BioXcel Therapeutics Aligns with FDA Recommendation for Phase 3 Trial for TRANQUILITY Program, Provides Update on Strategic Financing, and Reports Third Quarter 2023 Financial Results Company plans to conduct Phase 3 trial of BXCL501 in the at-home s

Exhibit 99.1 BioXcel Therapeutics Aligns with FDA Recommendation for Phase 3 Trial for TRANQUILITY Program, Provides Update on Strategic Financing, and Reports Third Quarter 2023 Financial Results Company plans to conduct Phase 3 trial of BXCL501 in the at-home setting for TRANQUILITY program to support potential sNDA for acute treatment of agitation associated with dementia due to probable Alzhei

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511 November 13, 2023 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attention: Joshua Gorsky Re: BioXcel Therapeutics, Inc. Registration Statement on Form S-3 File No. 333-275261 To the addressee set forth above: Pursuant to Rul

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511 November 13, 2023 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attention: Joshua Gorsky Re:    BioXcel Therapeutics, Inc. Registration Statement on Form S-3 File No. 333-275261 To the addressee set forth above: BioXcel Ther

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511 November 13, 2023 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attention: Joshua Gorsky Re:    BioXcel Therapeutics, Inc. Registration Statement on Form S-3 File No. 333-275261 To the addressee set forth above: BioXcel Ther

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, CT 06511 November 9, 2023 Via EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, DC 20549 Attention: Joshua Gorsky Re: BioXcel Therapeutics, Inc. Registration Statement on Form S-3 Filed November 2, 2023 File No. 333-275261 To the addressees set forth above: Pursu

, dated as of May 10, 2021, by and between BioXcel Therapeutics, Inc. and Jefferies LLC, as amended on November 1, 2023.

Exhibit 1.2 OPEN MARKET SALE AGREEMENTSM May 10, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common

Form of Indenture.

Exhibit 4.3 BIOXCEL THERAPEUTICS, INC. INDENTURE Dated as of             , 20 [            ] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 4 Section 1.4. Rules of Construction 4 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Seri

Fee Table

Exhibit 107 CALCULATION OF REGISTRATION FEE Table 1 – Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees To Be Paid Equity Common Stock, $0.

As filed with the Securities and Exchange Commission on November 1, 2023

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 1, 2023 Registration No.

BTAI / BioXcel Therapeutics Inc / BioXcel Holdings, Inc. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6)* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 09075P105 (CUSIP Number) September 19, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

BioXcel Therapeutics Reports Positive Overall Survival Results from Single-Arm, Open-Label Phase 2 Trial of BXCL701 in Patients with Small Cell Neuroendocrine Prostate Cancer Median overall survival of 13.6 months with BXCL701 + KEYTRUDA® (pembrolizu

Exhibit 99.1 BioXcel Therapeutics Reports Positive Overall Survival Results from Single-Arm, Open-Label Phase 2 Trial of BXCL701 in Patients with Small Cell Neuroendocrine Prostate Cancer Median overall survival of 13.6 months with BXCL701 + KEYTRUDA® (pembrolizumab), compared to 7.6 months with checkpoint inhibitor monotherapy (CPI) in late-line refractory patients in separate, Phase 2 trial1 56%

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 10, 2023 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 10, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

Cautionary Note Regarding Forward Looking Statements and Disclaimer This presentation and various remarks we make during this presentation contain forward - looking statements within the meaning of applicable securities laws and regulations including

Exhibit 99.2 Astria Therapeutics October 2023 1 Exhibit 99.2 Cautionary Note Regarding Forward Looking Statements and Disclaimer This presentation and various remarks we make during this presentation contain forward - looking statements within the meaning of applicable securities laws and regulations including, but not limited to, statements regarding: expectations regarding the po ten tial signif

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 4, 2023 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 4, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

10b5-1 Trading Plan for Vimal Mehta entered into August 31, 2022.

EX-4 5 tm2327016d1ex4.htm EXHIBIT 4 Exhibit 4 Issuer Name: BioXcel Therapeutics, Inc. Client Name: Vimal Mehta Symbol: BTAI Rule 10b5-1 Sales Plan, Client Representations, and Sales Instructions I, Vimal Mehta, as of the date below, establish this Sales Plan (“Plan”) in order to sell shares of the common stock (“Shares”) of BioXcel Therapeutics, Inc. (“Issuer”) pursuant to the requirements of Rule

Repurchase Agreement, dated as of September 19, 2023, by and between BioXcel Holdings, Inc., InveniAI LLC, Vipin Agarwal and Rashmi Agarwal.

   Exhibit 3 Execution Version REPURCHASE AGREEMENT This Repurchase Agreement (this “Agreement”) is made as of September 19, 2023, by and between BioXcel LLC, a Delaware limited liability company resulting from the conversion of BioXcel Corporation with its principal office at 2614 Boston Post Road, Suite 33B, Guilford, CT 06437 (the “Company”), Vipin Agarwal, an individual residing at 80 West Meadow Road, Hamden, CT 06518 (“Vipin”), and RASHMI Agarwal, an individual residing at 80 West Meadow Road, Hamden, CT 06518 (“Rashmi” and, collectively with Vipin, “Sellers”), and InveniAI LLC, a Delaware limited liability company (“InveniAI”) (only as to Sections 2(a)(iii), 2(b)(i), 3(c) and 5).

Joint Filing Agreement.

Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D.

BTAI / BioXcel Therapeutics Inc / Bioxcel Corp - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 09075P105 (CUSIP Number) Vimal Mehta 555 Long Wharf Drive New Haven, CT 06511 4752386837 (Name, Address and Telephone Number of Person Authorized to Receive Notices an

Termination Agreement, dated as of September 19, 2023, by and among BioXcel Holdings, Inc., InveniAI LLC, and certain stockholders named therein.

EX-2 3 tm2327016d1ex2.htm EXHIBIT 2 Exhibit 2 Execution Version BIOXCEL HOLDINGS, INC. TERMINATION AGREEMENT This TERMINATION AGREEMENT (this “Agreement”) is made as of September 19, 2023 (the “Effective Date”), by and among BioXcel Holdings, Inc., a Delaware corporation (the “Company”), InveniAI LLC, a Delaware limited liability company (“InveniAI”) (only as to Sections 4(d), 7(d), and 17(b)), Kr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 19, 2023 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 19, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

Non-Compete Agreement, by and among the Company, Dr. Krishnan Nandabalan, InveniAI LLC, Invea Therapeutics, Inc. and the other parties thereto, dated September 19, 2023.

Exhibit 10.1 Execution Version [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10)(iv). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. NON-COMPETE AGREEMENT THIS NON-COMPETE AGREEMENT (the “Agreement”) is made and entered into as of September 19, 2023 (the “Effective

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 19, 2023 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 19, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 12, 2023 BioXcel Therape

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 12, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 7, 2023 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 7, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 22, 2023 BioXcel Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 22, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

BioXcel Therapeutics Reports Second Quarter 2023 Financial Results and Announces Strategic Reprioritization Business to prioritize high-potential agitation market opportunities for BXCL501 in bipolar disorders, schizophrenia, and Alzheimer’s disease

Exhibit 99.1 BioXcel Therapeutics Reports Second Quarter 2023 Financial Results and Announces Strategic Reprioritization Business to prioritize high-potential agitation market opportunities for BXCL501 in bipolar disorders, schizophrenia, and Alzheimer’s disease Commercial reprioritization intended to reduce related expenses by 80% with focus on market access through contracting with large hospita

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 BioXcel Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 26, 2023 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 26, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 29, 2023 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 29, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Prox

First Amendment to Revenue Interest Financing Agreement, dated August 4, 2022, by and between the Company, the purchasers party thereto and Oaktree Fund Administration, LLC, as administrative agent.

Exhibit 10.1 EXECUTION VERSION FIRST AMENDMENT TO REVENUE INTEREST FINANCING AGREEMENT This First Amendment to Revenue Interest Financing Agreement (this “Amendment”) is made as of August 4, 2022, by and among BIOXCEL THERAPEUTICS, INC., a Delaware corporation (the “Company”), the purchasers party hereto (collectively, the “Purchasers” and individually, a “Purchaser”) and OAKTREE FUND ADMINISTRATI

Form of RSU Agreement pursuant to the OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC Management Incentive Plan.

Exhibit 10.3 ONKOSXCEL THERAPEUTICS, LLC AND ONKOSXCEL EMPLOYEE HOLDINGS, LLC MANAGEMENT Incentive Plan RESTRICTED STOCK UNIT AWARD AGREEMENT GRANT NOTICE Unless otherwise defined herein, the terms defined in the OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC Management Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Unit Award Agreement,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

Second Amendment to Second Amended and Restated Separation and Shared Services Agreement, dated March 3, 2021, by and between BioXcel LLC and BioXcel Therapeutics Inc.

Exhibit 10.2 AMENDED & RESTATED EXECUTIVE EMPLOYMENT AGREEMENT This Amended & Restated Executive Agreement (the “Agreement”) is made and entered into effective as of July 1, 2022 (the “Effective Date”), by and between Vincent O’Neill, M.D. (the “Executive”) and BioXcel Therapeutics, Inc., a Delaware corporation (the “Company”). RECITALS WHEREAS, Executive serves as the Company’s Senior Vice Presid

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2023 BioXcel Therapeutics,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

BioXcel Therapeutics Reports First Quarter 2023 Financial Results and Recent Operational Highlights IGALMI™ (dexmedetomidine) commercial momentum accelerating with doubling of formulary wins, unlocking more than $55 million in targeted market opportu

Exhibit 99.1 BioXcel Therapeutics Reports First Quarter 2023 Financial Results and Recent Operational Highlights IGALMI™ (dexmedetomidine) commercial momentum accelerating with doubling of formulary wins, unlocking more than $55 million in targeted market opportunity, and an additional $255 million scheduled to vote Top-line data from pivotal SERENITY III Phase 3 trial (Part 1) for BXCL501 in bipo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark one) x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2022 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 001-38410

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 20, 2023 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 20, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

BTAI / BioXcel Therapeutics Inc / BioXcel Holdings, Inc. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 09075P105 (CUSIP Number) April 3, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Each of the undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. Each of the

BIOXCEL HOLDINGS, INC. STOCKHOLDERS AGREEMENT

Exhibit 99.2 BIOXCEL HOLDINGS, INC. STOCKHOLDERS AGREEMENT This STOCKHOLDERS AGREEMENT (this “Agreement”) is made as of April 3, 2023, by and among, BIOXCEL HOLDINGS, INC., a corporation organized under the laws of the State of Delaware (the “Corporation”), DR. KRISHNAN NANDABALAN (and together with the persons identified on Schedule A hereto as an Affiliated Principal Stockholder, collectively, t

As filed with the Securities and Exchange Commission on March 17, 2023

As filed with the Securities and Exchange Commission on March 17, 2023 Registration No.

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) BioXcel Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.001

Subsidiaries of BioXcel Therapeutics, Inc.

Exhibit 21.1 Subsidiaries OnkosXcel Therapeutics, LLC OnkosXcel Employee Holdings, LLC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 001-38410 Bi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 16, 2023 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 16, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 15, 2023 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 15, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 10, 2023 BioXcel Therapeutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 10, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

BioXcel Therapeutics Reports Fourth Quarter and Full Year 2022 Financial Results and Recent Operational Highlights IGALMI™ (dexmedetomidine) commercial execution fully underway in 2023 with key focus on market access and demand generation through exp

Exhibit 99.1 BioXcel Therapeutics Reports Fourth Quarter and Full Year 2022 Financial Results and Recent Operational Highlights IGALMI™ (dexmedetomidine) commercial execution fully underway in 2023 with key focus on market access and demand generation through expanded field team Multiple pivotal data readouts for BXCL501 expected in Q2 2023 in disease areas with 139 million agitation episodes,1-3*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 9, 2023 BioXcel Therapeutics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 9, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 21, 2023 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 21, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

This presentation includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements c

Exhibit 99.1 BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | www.bioxceltherapeutics.com ® BXCL701 Key Opinion Leader Day February 21, 2023 NASDAQ: BTAI This presentation includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisio

BTAI / BioXcel Therapeutics Inc / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Bioxcel Therapeutics Inc (Name of Issuer) Common Stock (Title of Class of Securities) 09075P105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

BTAI / BioXcel Therapeutics Inc / BioXcel Holdings, Inc. - SC 13G/A Passive Investment

SC 13G/A 1 tm236702d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 09075P105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 13, 2023 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

BTAI / BioXcel Therapeutics Inc / ADAGE CAPITAL PARTNERS GP, L.L.C. - BIOXCEL THERAPEUTICS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 09075P105 (CUSIP Number) January 23, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 30, 2022 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 30, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

BioXcel Therapeutics Reports Third Quarter 2022 Financial Results and Recent Operational Highlights IGALMI™ (dexmedetomidine) well-positioned for growth in 2023 based on increasing market access, efficient targeting, favorable market drivers, and sal

Exhibit 99.1 BioXcel Therapeutics Reports Third Quarter 2022 Financial Results and Recent Operational Highlights IGALMI™ (dexmedetomidine) well-positioned for growth in 2023 based on increasing market access, efficient targeting, favorable market drivers, and sales force expansion in all major U.S. geographies Top-line pivotal data for TRANQUILITY II trial investigating BXCL501 for Alzheimer’s-rel

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 10, 2022 BioXcel Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 10, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commis

® BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | www.bioxceltherapeutics.com September 2022 AI-Driven Drug Development in Neuroscience and Immuno-oncology NASDAQ: BTAI This presentation includes "forward-looking state

Exhibit 99.1 ? BioXcel Therapeutics | 555 Long Wharf Drive, 12th Floor | New Haven, CT 06511 | www.bioxceltherapeutics.com September 2022 AI-Driven Drug Development in Neuroscience and Immuno-oncology NASDAQ: BTAI This presentation includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.Forward-looking statements in this presentation include

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 12, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commi

OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC Management Incentive Plan

Exhibit 10.1 ONKOSXCEL THERAPEUTICS, LLC AND ONKOSXCEL EMPLOYEE HOLDINGS, LLC MANAGEMENT INCENTIVE PLAN 1.?????????????Purpose. The purpose of the Plan is to advance the interests of the Company by enhancing the Company?s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing such persons with equity ownership opportun

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 17, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissi

Form of Profits Interest Award Agreement under the Management Incentive Plan

Exhibit 10.2 ONKOSXCEL THERAPEUTICS, LLC AND ONKOSXCEL EMPLOYEE HOLDINGS, LLC MANAGEMENT Incentive Plan PROFITS UNIT AWARD AGREEMENT GRANT NOTICE Unless otherwise defined herein, the terms defined in the OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC Management Incentive Plan (the ?Plan?) shall have the same defined meanings in this Profits Unit Award Agreement, which includes th

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) BioXcel Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1?Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.001

As filed with the Securities and Exchange Commission on August 16, 2022

As filed with the Securities and Exchange Commission on August 16, 2022 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Credit Agreement and Guaranty, by and among BioXcel Therapeutic, Inc., Oaktree Fund Administration, LLC, the Subsidiary Guarantors from time to time party thereto and the Lenders from time to time party thereto, dated April 19, 2022

? Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) of the type that the registrant customarily and actually treats as confidential.

Non-Employee Director Compensation Program

? BioXcel Therapeutics, Inc. ? Non-Employee Director Compensation Program (Effective as of May 19, 2022) ? Non-employee members of the board of directors (the ?Board?) of BioXcel Therapeutics, Inc. (the ?Company?) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this ?Program?). The cash and equity compensation described in this Program sh

Commercial Supply Agreement, between ARx, LLC and BioXcel Therapeutics, Inc., dated April 1, 2022

Execution copy confidential ? Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) of the type that the registrant customarily and actually treats as confidential.

Revenue Interest Financing Agreement, between BioXcel Therapeutics, Inc., Oaktree Fund Administration, LLC and the Purchasers from time to time party thereto, dated April 19, 2022

? Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) of the type that the registrant customarily and actually treats as confidential.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 9, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

BioXcel Therapeutics Reports Second Quarter 2022 Financial Results and Recent Operational Highlights Commercially launched IGALMI™ (dexmedetomidine) sublingual film for the acute treatment of agitation in bipolar I or II disorder and schizophrenia in

Exhibit 99.1 BioXcel Therapeutics Reports Second Quarter 2022 Financial Results and Recent Operational Highlights Commercially launched IGALMI™ (dexmedetomidine) sublingual film for the acute treatment of agitation in bipolar I or II disorder and schizophrenia in adult patients SERENITY III pivotal trial evaluating at-home use of BXCL501 for the acute treatment of agitation in bipolar and schizoph

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 21, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 6, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 30, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, Connecticut 06511

CORRESP 1 filename1.htm BioXcel Therapeutics, Inc. 555 Long Wharf Drive New Haven, Connecticut 06511 June 14, 2022 Via EDGAR Transmission Securities and Exchange Commission Division of Corporation Finance Mail Stop 3010 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Davis Re: BIOXCEL THERAPEUTICS, INC. Registration Statement on Form S-3 (Registration No. 333-265277) Ladies and Gentle

May 31, 2022

May 31, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Filing fee table

Exhibit 107 CALCULATION OF FILING FEE TABLE Registration Statement Form S-3 (Form Type) BioXcel Therapeutics, Inc.

As filed with the Securities and Exchange Commission on May 27, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 27, 2022 Registration No.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

BioXcel Trademark License Agreement, between the Company and BioXcel LLC

? Exhibit 10.1 Execution Version BioXcel Trademark License Agreement This BioXcel Trademark License Agreement (?Agreement?) is by and between BioXcel LLC (?Licensor?) and BioXcel Therapeutics, Inc. (?Licensee?) (collectively, the Licensee and Licensor may be referred to herein as the ?Parties,? or each individually, a ?Party?). The Agreement is effective as of April 19, 2022 (the ?Effective Date?)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Second Amendment to the Second Amended and Restated Separation and Shared Services Agreement, between the Company and BioXcel LLC, dated April 19, 2022

Exhibit 10.2 Execution Version SECOND AMENDMENT TO SECOND AMENDED & RESTATED SEPARATION AND SHARED SERVICES AGREEMENT This Second Amendment to Second Amended & Restated Separation and Shared Services Agreement (?Second Amendment?), effective as of April 19, 2022 (the ?Second Amendment Effective Date?), is made by and between BioXcel LLC, a Delaware limited liability company, located at 2614 Boston

BioXcel Therapeutics Reports First Quarter 2022 Financial Results and Recent Operational Highlights Received FDA approval of IGALMI™ (dexmedetomidine) sublingual film for acute treatment of agitation associated with schizophrenia or bipolar I or II d

Exhibit 99.1 BioXcel Therapeutics Reports First Quarter 2022 Financial Results and Recent Operational Highlights Received FDA approval of IGALMI™ (dexmedetomidine) sublingual film for acute treatment of agitation associated with schizophrenia or bipolar I or II disorder in adults Top-line data readout in Q4 2022/early Q1 2023 for TRANQUILITY II Phase 3 trial evaluating BXCL501 in acute treatment o

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission F

Form of Warrant

Exhibit 4.1 [FORM OF] Company WARRANT NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE OR CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (I) IN ACCORDANCE WITH THE SECURITIES ACT OR SUCH APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPT

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 19, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

Registration Rights Agreement, dated April 19, 2022, among the Company and Oaktree-TCDRS Strategic Credit, LLC, Oaktree-Forrest Multi-Strategy, LLC, Oaktree-TBMR Strategic Credit Fund C, LLC, Oaktree-TBMR Strategic Credit Fund F, LLC, Oaktree-TBMR Strategic Credit Fund G, LLC, Oaktree-TSE 16 Strategic Credit, LLC, INPRS Strategic Credit Holdings, LLC, Oaktree Strategic Income II, Inc., Oaktree Specialty Lending Corporation, Oaktree Strategic Credit Fund, Oaktree GCP Fund Delaware Holdings, L.P., Oaktree Diversified Income Fund Inc., Oaktree AZ Strategic Lending Fund, L.P., Oaktree Loan Acquisition Fund, L.P., Oaktree LSL Fund Delaware Holdings EURRC, L.P., and Q Boost Holding LLC.

Exhibit 4.2 BIOXCEL THERAPEUTICS, INC. REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made as of April 19, 2022, by and among BioXcel Therapeutics, Inc., a Delaware corporation (the ?Company?), the purchasers identified on Schedule A hereto (each, a ?Purchaser?) and such other Persons, if any, from time to time, that become a party hereto as holders of Regis

Entry into a Material Definitive Agreement, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 1, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commission

Our Definitive Proxy Statement on Schedule 14A, filed with the SEC on April 5, 2022 (to the extent specifically incorporated by reference into our Annual Report on Form 10-K).

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A? (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide

Subsidiaries of BioXcel Therapeutics, Inc.

Exhibit 21.1 Subsidiaries BioXcel Therapeutics, Inc. has no subsidiaries.

Filing Fee Table.

Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be paid Equity Common Stock, $0.

Filing Fee Table

Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be paid Equity Common Stock, $0.

As filed with the Securities and Exchange Commission on March 11, 2022

POS AM 1 tm228772d2posam.htm POS AM As filed with the Securities and Exchange Commission on March 11, 2022 Registration No. 333-240118 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Post-Effective Amendment No. 2 to Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware (Sta

Employment Agreement between Matthew Wiley and BioXcel Therapeutics, Inc., dated January 12, 2022.

Exhibit 10.20 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?) is made and entered into as of January 12, 2022, by and between Matthew T. Wiley (the ?Executive?) and BioXcel Therapeutics, Inc., a Delaware corporation (the ?Company?). RECITALS WHEREAS, the Company wishes to retain Executive as its Senior Vice President, Chief Commercial Officer commencing on Janu

Power of Attorney (incorporated by reference to the signature page of the Company's Post-Effective Amendment No. 1 to the Registration Statement filed with the SEC on March 10, 2022).

POSASR 1 tm228772d1posam.htm POSASR As filed with the Securities and Exchange Commission on March 10, 2022 Registration No. 333-240118 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware (Sta

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 10, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commissio

BioXcel Therapeutics Reports Fourth Quarter and Full Year 2021 Financial Results and Recent Operational Highlights Ready to launch BXCL501 upon approval as Company nears April 5, 2022 PDUFA action date Initiated TRANQUILITY II AND III pivotal Phase 3

Exhibit 99.1 BioXcel Therapeutics Reports Fourth Quarter and Full Year 2021 Financial Results and Recent Operational Highlights Ready to launch BXCL501 upon approval as Company nears April 5, 2022 PDUFA action date Initiated TRANQUILITY II AND III pivotal Phase 3 trials for BXCL501 in acute treatment of agitation associated with Alzheimer?s disease Submitted IND to evaluate BXCL501 as adjunctive t

BTAI / BioXcel Therapeutics Inc / BioXcel Holdings, Inc. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* BioXcel Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 09075P105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

BTAI / BioXcel Therapeutics Inc / ALLIANCEBERNSTEIN L.P. Passive Investment

SC 13G 1 Bioxcel.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Bioxcel Therapeutics Inc (Name of Issuer) Common Stock (Title of Class of Securities) 09075P105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 13, 2022 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 1, 2021 BioXcel Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38410 82-1386754 (State or other jurisdiction of incorporation) (Commiss