0001104659-24-069195.txt : 20240606 0001104659-24-069195.hdr.sgml : 20240606 20240606203548 ACCESSION NUMBER: 0001104659-24-069195 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240604 FILED AS OF DATE: 20240606 DATE AS OF CHANGE: 20240606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BioXcel LLC CENTRAL INDEX KEY: 0001651990 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38410 FILM NUMBER: 241026996 BUSINESS ADDRESS: STREET 1: 2614 BOSTON POST ROAD SUITE #33B CITY: GUILFORD STATE: CT ZIP: 06437 BUSINESS PHONE: 203-643-8002 MAIL ADDRESS: STREET 1: 2614 BOSTON POST ROAD SUITE #33B CITY: GUILFORD STATE: CT ZIP: 06437 FORMER NAME: FORMER CONFORMED NAME: BioXcel Corp DATE OF NAME CHANGE: 20150828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BioXcel Holdings, Inc. CENTRAL INDEX KEY: 0001811154 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38410 FILM NUMBER: 241026997 BUSINESS ADDRESS: STREET 1: 2614 BOSTON POST ROAD, SUITE 33B CITY: GUILFORD STATE: CT ZIP: 06437 BUSINESS PHONE: 203-643-8060 MAIL ADDRESS: STREET 1: 2614 BOSTON POST ROAD, SUITE 33B CITY: GUILFORD STATE: CT ZIP: 06437 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mehta Vimal CENTRAL INDEX KEY: 0001733369 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38410 FILM NUMBER: 241026995 MAIL ADDRESS: STREET 1: 780 EAST MAIN STREET STREET 2: C/O BIOXCEL THERAPEUTICS, INC. CITY: BRANFORD STATE: CT ZIP: 06405 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BioXcel Therapeutics, Inc. CENTRAL INDEX KEY: 0001720893 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 821386754 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 555 LONG WHARF DRIVE CITY: NEW HAVEN STATE: CT ZIP: 06511 BUSINESS PHONE: 203-643-8060 MAIL ADDRESS: STREET 1: 555 LONG WHARF DRIVE CITY: NEW HAVEN STATE: CT ZIP: 06511 4 1 tm2416676-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-06-04 0 0001720893 BioXcel Therapeutics, Inc. BTAI 0001733369 Mehta Vimal C/O BIOXCEL THERAPEUTICS, INC. 555 LONG WHARF DRIVE, 12TH FLOOR NEW HAVEN CT 06511 1 1 1 0 CEO and President 0001811154 BioXcel Holdings, Inc. 2614 BOSTON POST ROAD, SUITE 33B GUILFORD CT 06437 0 0 1 0 0001651990 BioXcel LLC 2614 BOSTON POST ROAD SUITE #33B GUILFORD CT 06437 0 0 1 0 0 Common Stock 2024-06-04 4 S 0 609221 D 7937529 I By BioXcel LLC Common Stock 2024-06-04 4 S 0 283123 D 283122 I By Holdings, Inc. Common Stock 2024-06-05 4 S 0 283122 D 0 I By Holdings, Inc. Common Stock 2024-06-04 4 S 0 126014 1.6309 D 7811515 I By BioXcel LLC Common Stock 2024-06-05 4 S 0 126014 1.5841 D 7685501 I By BioXcel LLC Common Stock 43564 D Common Stock 2000 I By spouse Call Options (obligation to sell) 2024-06-04 4 S 0 120 D 2024-06-04 2026-08-31 Common Stock 17906 120 I By BioXcel LLC 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. 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. Reflects securities acquired pursuant to a transaction exempt from reporting under Rule 16a-13. 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. 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. 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. 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. 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. /s/ Vimal Mehta, Ph.D. 2024-06-06 BioXcel Holdings, Inc., /s/ Vimal Mehta, Ph.D., Chief Executive Officer 2024-06-06 BioXcel LLC, /s/ Vimal Mehta, Ph.D., Chief Executive Officer 2024-06-06