Mehta Vimal 4
4 · BioXcel Therapeutics, Inc. · Filed May 22, 2026
Research Summary
AI-generated summary of this filing
BioXcel Therapeutics (BTAI) CEO Vimal Mehta Sells 19,419 Shares
What Happened
- Vimal Mehta, CEO, President and a director of BioXcel Therapeutics (BTAI), had 49,758 restricted stock units (RSUs) convert to common shares on May 4, 2026 (an exercise/conversion of a derivative). Those RSU shares were recorded as acquired via conversion and reported in this Form 4.
- On May 20, 2026, Mehta disposed of 19,419 of those shares in an open-market sale at a weighted-average price of $1.09 per share, generating proceeds of $21,108. The sale was executed under a Rule 10b5-1 trading plan adopted February 3, 2026 and was made solely to cover taxes due on the RSU vesting.
Key Details
- Conversion/vesting date: May 4, 2026 — 49,758 RSUs converted to 49,758 shares (no cash paid; conversion of RSUs).
- Sale date: May 20, 2026 — 19,419 shares sold at a weighted average price of $1.09 (per-share trades ranged $1.07–$1.105); total proceeds reported $21,108.
- Purpose of sale: Per filing, sale under a 10b5-1 plan solely to cover tax withholding on RSU vesting (Footnote F2).
- Record/beneficial ownership: The shares are held of record by BioXcel LLC (Footnote F4); Mehta is an executive officer and board member of related entities and disclaims beneficial ownership except to the extent of any pecuniary interest.
- RSU grant context: The reported RSUs were part of a 199,032-RSU grant on Jan 1, 2026 with staggered 6‑month vesting (Footnote F5).
- Filing date and timeliness: Form 4 was filed May 22, 2026. The May 20 sale was reported within a short window, but the May 4 RSU conversion was included in the May 22 filing (i.e., the conversion was reported later than the May 4 vesting date).
- Shares owned after transaction: Not specified on the provided summary; filing notes record ownership via BioXcel LLC and includes the Reporting Person’s disclaimer (Footnote F4).
Context
- These actions reflect RSU vesting and a routine sale to cover taxes rather than a fresh purchase signal; RSUs convert into shares rather than being purchased with cash. The 10b5-1 plan detail indicates the sale followed a prearranged plan.
Insider Transaction Report
Form 4
Mehta Vimal
DirectorCEO and President
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-05-04+49,758→ 89,017 total - Sale
Common Stock
[F2][F3]2026-05-20$1.09/sh−19,419$21,108→ 69,598 total - Exercise/Conversion
Restricted Stock Units
[F1][F5]2026-05-04−49,758→ 149,274 total→ Common Stock (49,758 underlying)
Holdings
- 125(indirect: By Spouse)
Common Stock
- 480,343(indirect: By LLC)
Common Stock
[F4]
Footnotes (5)
- [F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
- [F2]The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 3, 2026 solely to cover taxes due in connection with the vesting of restricted stock units.
- [F3]The price reported is a weighted average price. The securities were sold in multiple transactions at per share prices ranging from $1.07 to $1.105. The Reporting Person undertakes to provide upon request to 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.
- [F4]These securities are held of record by BioXcel LLC. BioXcel LLC is a subsidiary of BioXcel Holdings, Inc. ("Parent"). The Reporting Person 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 and Parent. By virtue of these relationships, the Reporting Person may be deemed to be the beneficial owner of the securities held of record by BioXcel LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purpose of Section 16 or for any other purpose.
- [F5]On January 1, 2026, the Reporting Person was granted 199,032 RSUs, vesting as to 25% of the underlying shares on the six-month anniversary of the original promise date of November 4, 2025 (the "Vesting Commencement Date"), with the remaining 75% vesting in three equal installments of 25% on the last day of each subsequent six-month period thereafter, such that the RSUs are fully vested on the two-year anniversary of the Vesting Commencement Date, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates.
Signature
/s/ Richard Steinhart, Attorney-in-Fact for Vimal Mehta, Ph.D.|2026-05-22