Vimal Mehta - Jun 4, 2024 Form 4 Insider Report for BioXcel Therapeutics, Inc. (BTAI)

Signature
/s/ Vimal Mehta, Ph.D.
Stock symbol
BTAI
Transactions as of
Jun 4, 2024
Transactions value $
-$405,135
Form type
4
Date filed
6/6/2024, 08:35 PM
Previous filing
Apr 8, 2024
Next filing
Jun 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BTAI Common Stock Sale -609K -7.13% 7.94M Jun 4, 2024 By BioXcel LLC F1, F2
transaction BTAI Common Stock Sale -283K -50% 283K Jun 4, 2024 By Holdings, Inc. F1, F2, F3
transaction BTAI Common Stock Sale -283K -100% 0 Jun 5, 2024 By Holdings, Inc. F1, F2
transaction BTAI Common Stock Sale -$206K -126K -1.59% $1.63 7.81M Jun 4, 2024 By BioXcel LLC F2, F4, F5
transaction BTAI Common Stock Sale -$200K -126K -1.61% $1.58 7.69M Jun 5, 2024 By BioXcel LLC F2, F4, F6
holding BTAI Common Stock 43.6K Jun 4, 2024 Direct
holding BTAI Common Stock 2K Jun 4, 2024 By spouse

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BTAI Call Options (obligation to sell) Sale -120 -50% 120 Jun 4, 2024 Common Stock 17.9K By BioXcel LLC F2, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to certain agreements, BioXcel LLC transferred 566,245 shares of Common Stock to Parent (defined below) and 42,976 shares of Common Stock to certain of its other members, each in exchange for common interests in BioXcel LLC. Subsequently, Parent transferred 566,245 shares of Common Stock to certain of its stockholders in exchange for their interests in Parent.
F2 These securities are held of record by BioXcel LLC. BioXcel LLC is a subsidiary of BioXcel Holdings, Inc. ("Parent"). Vimal Mehta, Ph.D. is an executive officer and the sole member of the board of directors of Parent and an executive officer and one of two managers on the board of managers of BioXcel LLC. By virtue of these relationships, Parent and Dr. Mehta may be deemed to be the beneficial owners of the securities held of record by BioXcel LLC. Each disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. This report shall not be deemed an admission that either of the Reporting Persons is the beneficial owner of such securities for the purpose of Section 16 or for any other purpose.
F3 Reflects securities acquired pursuant to a transaction exempt from reporting under Rule 16a-13.
F4 Represents sales of an amount of shares of Common Stock sufficient to cover certain tax liabilities incurred in connection with the transfers of Common Stock reported herein.
F5 The price reported is a weighted average price. The securities were sold in multiple transactions at a per share prices ranging from $1.605 to $1.68. The Reporting Persons undertake to provide upon request of the Securities and Exchange Commission staff, the Issuer, or any shareholder of the Issuer, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
F6 The price reported is a weighted average price. The securities were sold in multiple transactions at a per share prices ranging from $1.55 to $1.635. The Reporting Persons undertake to provide upon request of the Securities and Exchange Commission staff, the Issuer, or any shareholder of the Issuer, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
F7 The warrants underlying each call option will be exercisable for common interests in BioXcel LLC at an exercise price per common interest equal to $1,709.88.
F8 BioXcel LLC has agreed to redeem each common interest in BioXcel LLC acquired pursuant to the exercise of the warrant described in footnote 7 above in exchange for 149.22 shares of Common Stock.