BioXcel Therapeutics, Inc. · OTC: BTAIQ · New Haven, Connecticut

BioXcel Therapeutics says it develops neuroscience medicines with artificial intelligence. It filed for Chapter 11 on Aug 27, 2026.

The company calls itself “a biopharmaceutical company built on artificial intelligence” to “develop transformative medicines in neuroscience.” The company announced on Apr 6, 2022 that the FDA approved its medicine IGALMI® (dexmedetomidine) sublingual film for the acute treatment of agitation associated with schizophrenia or bipolar I or II disorder in adults. Company statement 10-K

Read first: four things the filings say

On Aug 27, 2026, BioXcel Therapeutics and its subsidiaries OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC “each filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code” in the U.S. Bankruptcy Court for the District of Delaware. Filed 8-K
The company says its objective in the cases is “to maximize value for its stakeholders, which may be achieved through the sale of all or substantially all assets to the highest bidder or bidders.” Company statement 8-K
On Aug 31, 2026 Nasdaq told the company it had determined to delist the common stock, with trading to be suspended at the opening of business on Sep 8, 2026. The company says it “does not intend to appeal.” Filed Company statement 8-K
The Form 10-Q for the quarter ended June 30, 2026 reports “substantial doubt about the Company’s ability to continue as a going concern for a period of at least 12 months from the issuance date of the financial statements included in this Quarterly Report.” The 10-K and the Forms 10-Q for September 30, 2025 and March 31, 2026 report the same assessment. Filed 10-Q Jun 30, 2026 10-K 2025 10-Q Mar 31, 2026 10-Q Sep 30, 2025

Cut-off: this page uses filings through September 1, 2026, the newest on EDGAR when it was last checked on October 19, 2026. Later court filings, auction results and sale orders are not shown. Read the case

Read the case Official investor site

Aug 27, 2026 Chapter 11 petitions filed in the District of Delaware Filed 8-K

$12.8M Cash and cash equivalents at June 30, 2026 Filed 10-Q

$107.2M Total debt liability at June 30, 2026: Credit Agreement plus interest paid in kind, before discounts Filed 10-Q

Nov 14, 2026 FDA target action date for the IGALMI at-home application, as the company announced it Company statement 8-K

The case

What the filings say about the Chapter 11 case

This section is drawn from two Forms 8-K, filed August 28 and September 1, 2026, and quotes them where it uses quotation marks. The company points readers to https://cases.stretto.com/BioXcel for court documents.

1The petitionAug 27, 2026

BioXcel Therapeutics, Inc., OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC filed in the United States Bankruptcy Court for the District of Delaware, and asked that the cases be jointly administered as “In re BioXcel Therapeutics, Inc., et al.” They continue to operate their businesses as “debtors-in-possession.” The company appointed Samir Saleem as Chief Restructuring Officer, who reports to a Strategic Process Committee of the Board that was appointed under the prepetition Credit Agreement.

Filed 8-K filed Aug 28, 2026

2The proposed saleAug 27, 2026

The debtors entered into a Stalking Horse Asset Purchase Agreement with Teva Pharmaceuticals International GmbH; Teva Pharmaceutical Industries Limited guarantees Teva’s milestone obligations. Teva would acquire substantially all of the debtors’ assets and assume certain specified liabilities for:

$57.5M in upfront cash;
plus up to $67.5M of contingent “Development Milestone Payments” tied to the outcome and timing of the “pending sNDA” for IGALMI at-home use;
and, depending on when that application is approved, up to $20.0M in Commercial Milestone payments, depending on net sales reaching certain thresholds after closing.

Teva’s offer would be “the minimum, or floor, bid.” As filed, the transaction is proposed, subject to higher or otherwise better bids in an auction and to approval of the Court. On Aug 27, 2026 the company also filed a motion seeking authority to sell the assets to Teva under Section 363 of the Bankruptcy Code, “subject to higher or otherwise better bids, approval of the proposed bidding procedures, designation of Teva as the stalking horse bidder for the Assets, certain bid protections for the stalking horse bidder,” and a hearing on the bidding procedures. The agreement lets a party terminate on specified events, including “failure to satisfy specified case milestones,” failure to complete the transaction by Oct 30, 2026, and “certain Court or case-related events adverse to Teva.” The 8-K does not state a bid deadline, an auction date, a hearing date, the case milestones or the amount of the bid protections.

Filed 8-K filed Aug 28, 2026

3The debtor-in-possession loanAug 31, 2026

The company signed a Super-Priority Senior Secured Priming Debtor-in-Possession Credit Agreement and Guaranty with affiliates of Oaktree Capital Management, L.P. and the Qatar Investment Authority, for up to $77.25M:

new money term loans of up to $19.0M, in two draws of up to $9.5M each, the first on entry of the interim order and the second on the final order;
and roll-up loans of up to $58.25M, which convert a portion of the prepetition loans into obligations under the DIP facility dollar for dollar. The roll-up covers the $1.25M bridge loan from the Fourteenth Amendment plus three times the new money loans actually funded.

The 8-K says the DIP lenders are “the same parties (or affiliates thereof) that provided prepetition financing to the Company” under the prepetition Credit Agreement, so the roll-up converts those lenders’ own prepetition loans into DIP obligations. The DIP lenders are secured by “first priority priming liens on substantially all assets of the Company and its subsidiaries,” including assets that were collateral under the prepetition credit agreement.

The loans bear interest at 13.00%. Interest on the new money loans is payable in cash; interest on the roll-up loans is payable in kind, added to their principal. The default rate is 2.0% above the applicable rate. The company must pay an exit fee of 4.0% of the aggregate principal amount of the loans on any repayment or prepayment, and the facility matures Jan 27, 2027 unless repaid earlier. The DIP credit agreement requires, among other things, compliance with an approved 13-week budget, “a minimum liquidity amount of $250 thousand” and compliance with “specified case milestones”; the 8-K does not list them. The interim order was entered Aug 31, 2026. The company expects to receive the initial $9.5M draw of new money loans on, and to roll up $29.75M of prepetition obligations as of, Sep 1, 2026; the roll-up is subject to entry of the interim and final orders, as applicable, and the company will seek final approval of the full facility at a final hearing.

Filed 8-K filed Sep 1, 2026

4The listingAug 31, 2026

Nasdaq notified the company that it had determined to delist the common stock under Listing Rules 5101, 5110(b) and IM 5101-1 because of the Chapter 11 filing. Trading was to be suspended at the opening of business on Sep 8, 2026, with a Form 25-NSE to follow. The company says it does not intend to appeal and expects the stock to trade on the Pink Limited Market, which it calls “a significantly more limited market than Nasdaq,” one that “will likely result in a less liquid market” for holders and “could further depress the trading price of the Common Stock.” It adds that it “can provide no assurance” that the stock will continue to trade there or that broker-dealers will keep quoting it.

Filed Company statement 8-K filed Sep 1, 2026

The company

What BioXcel Therapeutics makes

BioXcel Therapeutics describes itself as “a biopharmaceutical company built on artificial intelligence” to “develop transformative medicines in neuroscience.” Its subsidiary OnkosXcel Therapeutics is “focused on the development of medicines in immuno-oncology.” Company statement 10-K

The company announced FDA approval of IGALMI on Apr 6, 2022 and its commercial availability in 120 and 180 microgram doses on Jul 6, 2022. Company statement 10-K

Product revenue, net was $642,000 in 2025 and $388,000 in the first half of 2026. Filed 10-K 10-Q

Existing molecules, new indications

“Our approach leverages existing approved drugs and/or clinically evaluated product candidates together with big data and proprietary machine learning algorithms to identify new therapeutic indications.” The same 10-K says that in the third quarter of 2025 the company “reduced our investment in and utilization of our proprietary AI platform until additional funding is available.” Company statement 10-K
A film under the tongue

IGALMI (dexmedetomidine) sublingual film is approved for the acute treatment of agitation associated with schizophrenia or bipolar I or II disorder in adults, and patients may administer it themselves under the supervision of a health care provider. In other indications the same formulation, BXCL501, is investigational. The 10-K says the company is “maintaining IGALMI’s market presence with minimal commercial resources” following its Clinical Reprioritization. Company statement 10-K
An immuno-oncology asset

BXCL701 is “an investigational oral innate immune activator from OnkosXcel Therapeutics as a potential therapy for the treatment of aggressive forms of prostate cancer, pancreatic cancer, and other solid and liquid tumors.” The 10-K adds that development of the company’s BXCL701 programs “continues to be deprioritized,” with an exception it describes under immuno-oncology. Company statement 10-K

IGALMI

The approved use, and the at-home application at the FDA

Every date below is the company’s own, from its filings.

Apr 6, 2022
The company announces that the FDA approved IGALMI for the acute treatment of agitation associated with schizophrenia or bipolar I or II disorder in adults.
Company statement 10-K
Jul 6, 2022
The company announces that IGALMI is commercially available in 120 and 180 mcg doses.
Company statement 10-K
Aug 27, 2025
The company announces that the SERENITY At-Home Pivotal Phase 3 trial “evaluating the safety of BXCL501” “met its primary objective.” In the 10-K, safety is the primary objective and efficacy measures are exploratory endpoints.
Company statement 10-K
Jan 14, 2026
The sNDA for at-home use of IGALMI is filed with the FDA.
Filed 10-Q
Apr 1, 2026
The company announces that the FDA has accepted the application and assigned a PDUFA target action date of Nov 14, 2026.
Company statement 8-K

The Teva stalking-horse agreement ties up to $67.5M of contingent payments to the outcome and timing of this “pending sNDA.” Filed 8-K

Financials

What the statements show

US dollars as filed; the filings print thousands. Columns are labelled by the period they end.

Statements of operations Filed 10-K 10-Q
Period	Year ended Dec 31, 2025	Year ended Dec 31, 2024	Six months ended Jun 30, 2026	Six months ended Jun 30, 2025
Product revenue, net	$642,000	$2,266,000	$388,000	$288,000
Total operating expenses	$51,103,000	$69,511,000	$20,804,000	$26,239,000
Loss from operations	($50,461,000)	($67,245,000)	($20,416,000)	($25,951,000)
Interest expense	$16,984,000	$15,129,000	$8,455,000	$8,215,000
Interest income	($1,066,000)	($2,602,000)	($342,000)	($509,000)
Other (income) expense, net	$3,518,000	($20,173,000)	($1,125,000)	($7,216,000)
Net loss	($69,897,000)	($59,599,000)	($27,404,000)	($26,441,000)
Net cash used in operating activities	($57,615,000)	($72,027,000)	($17,907,000)	($24,618,000)

Above the interest line, loss from operations fell from $67.2M in 2024 to $50.5M in 2025. Below it, the net loss rose from $59.6M to $69.9M. Interest expense was $17.0M in 2025, and other (income) expense, net moved from income of $20.2M in 2024 to expense of $3.5M. For 2024 the 10-K’s cash flow discussion lists a $20.2M change in the fair value of the company’s derivative liability as an adjustment between net loss and cash used in operations. Filed 10-K

Balance sheet items Filed 10-Q
Item	Jun 30, 2026	Dec 31, 2025
Cash and cash equivalents	$12,841,000	$28,415,000
Total debt liability (Credit Agreement plus interest paid in kind)	$107,152,000	$112,156,000
Total debt, net of discounts and issuance costs	$104,451,000	$109,594,000
Of which classified as current	$104,451,000	$24,931,000
Total stockholders’ deficit	($115,460,000)	($95,463,000)

At June 30, 2026 all of the company’s debt was classified as current. The 10-Q gives the loans’ maturity as Apr 19, 2027 and says that, as of June 30, 2026, the company “was in compliance with all financial and restrictive covenants under the Credit Agreement.” Filed 10-Q

The going-concern assessment, in the filings’ words

Among the factors the 10-Q lists are the company’s “history of significant losses,” “negative cash flows from operations,” “current debt obligations,” “potential near-term increased covenant-driven amortization payments under its Credit Agreement,” “limited liquidity resources currently on hand” and its “dependence on its ability to obtain additional financing to fund its operations after the current resources are exhausted”. It reports “substantial doubt about the Company’s ability to continue as a going concern for a period of at least 12 months from the issuance date of the financial statements included in this Quarterly Report.” It adds that, although it “has developed and implemented certain plans, they will not mitigate the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued.”

The 10-Q also says: “As of June 30, 2026, we did not have sufficient cash and cash equivalents to fund operations and liquidity requirements through the end of August 2026.” It adds that if the company does not complete a strategic transaction or receive sufficient financing, it “expects it will likely file for protection under the U.S. Bankruptcy Code.”

The same assessment appears earlier. The Form 10-Q for September 30, 2025 (filed Nov 12, 2025) and the Form 10-Q for March 31, 2026 (filed May 15, 2026) each report management’s assessment of substantial doubt, and the audit report in the Form 10-K says the company “has stated that substantial doubt exists about the Company’s ability to continue as a going concern.” According to the 10-K, the Ninth Amendment (entered Mar 27, 2026) included a waiver of the going-concern qualification for the audited financial statements for the year ended December 31, 2025.

Filed 10-Q filed Aug 13, 2026 10-K filed Mar 27, 2026 10-Q filed May 15, 2026 10-Q filed Nov 12, 2025

The amendments

Five amendments, two numbers

Between Jul 3, 2026 and Aug 24, 2026 the company and its lenders signed the Tenth through Fourteenth Amendments to the Credit Agreement and Guaranty dated April 19, 2022. Each 8-K reports the date by which the company had to sign definitive agreements for “one or more transactions acceptable to Lenders” that would repay all obligations under the Credit Agreement or be an alternative capital solutions transaction on terms the lenders accept. Four of the five also report a lower minimum cash liquidity the company had to hold; the Thirteenth Amendment states no change.

Drawn from the five Forms 8-K in the table below; the horizontal scale is proportional to calendar days. The minimum is a covenant, a floor on the company’s cash, not a cash balance: the 10-Q reports $12.8M of cash at Jun 30, 2026. Filed Computed

The Tenth through Fourteenth Amendments, as the 8-Ks report them Filed
Amendment	Entered	Minimum cash liquidity (bar: share of the original $12.5M, computed)	Deal deadline	Source
Tenth	Jul 3, 2026	$7.5M was $12.5M	Jul 31, 2026	8-K filed Jul 6, 2026
Eleventh	Jul 31, 2026	$6.25M was $7.5M	Aug 10, 2026 was Jul 31, 2026	8-K filed Aug 3, 2026
Twelfth	Aug 10, 2026	$3.0M was $6.25M	Aug 21, 2026 was Aug 10, 2026	8-K filed Aug 11, 2026
Thirteenth	Aug 21, 2026	no change stated in the 8-K	Aug 28, 2026 was Aug 21, 2026	8-K filed Aug 24, 2026
Fourteenth	Aug 24, 2026	$250,000 was $3.0M	Aug 31, 2026 was Aug 28, 2026	8-K filed Aug 25, 2026

Also in these amendments and the 10-Q

The Tenth Amendment let the company pay accrued interest through June 30, 2026 in kind, and deferred the payment of principal originally due June 30 to July 31, when it was obligated to pay $9,016,914.47, which the 8-K describes as “the principal and interest that were due and payable on June 30, 2026” (plus accrued interest and fees on that amount). The Eleventh Amendment deferred that payment to Aug 31, 2026. Filed 8-K 8-K
The Tenth Amendment also required a strategic process committee with “the full and exclusive authority” to evaluate any sale, restructuring, bankruptcy or insolvency filing, made up solely of David Mack or another independent director acceptable to the lenders; a weekly meeting with the lenders and the company’s financial advisors; and a 13-week cash flow budget and financial report on a bi-weekly basis. The company paid the lenders a fee of 1.00% of the loans outstanding, paid in kind, and agreed to permit transfers or assignments of the lenders’ loans to any third party. Filed 8-K
The Fourteenth Amendment added $1,250,000 of loans with an upfront fee of $250,000, “20% of the aggregate principal amount,” and amended covenants “to remove flexibility” on out-licensing of intellectual property and sales of assets. Filed 8-K
Earlier, under the Ninth Amendment (entered Mar 27, 2026), the company granted the lenders warrants to purchase up to 1,353,729 shares of common stock at $0.01 a share on Apr 15, 2026. The 10-Q says the company issued 671 and 671 shares of common stock on April 30 and May 2, 2026 “in connection with the cashless exercise of the 1,354 warrants” (the 10-Q prints share counts in thousands). According to the 10-K, the Ninth Amendment also cut the minimum liquidity covenant from $15.0M to $12.5M, the starting figure above, and included a waiver of the going-concern qualification for the 2025 audited financial statements. Filed 8-K 10-Q 10-K
At June 30, 2026 the term loans bore a fixed 13.0% rate, a blended effective rate of about 16.6%, and were due to mature Apr 19, 2027. Filed 10-Q
The 10-Q also discloses that the company became aware in February 2024 that the SEC had initiated a formal investigation involving the company and certain of its directors and officers, and says it is cooperating fully. It also reports a securities class action settlement with a cash payment of $9.75M funded by the company’s insurance carriers, which the court preliminarily approved on March 2, 2026, and describes stockholder derivative complaints. Filed 10-Q

Filings

The 13 filings this page cites

Newest first. Other filings, including the proxy statement and the earlier 8-Ks, are on EDGAR. The newest filing there on October 19, 2026 is the September 1, 2026 8-K.

Filings cited on this page, from the SEC’s EDGAR system
Filed	Form	What it is	Open
Sep 1, 2026	8-K	Debtor-in-possession credit agreement signed; Nasdaq delisting determination (Items 2.03, 3.01)	Document Index
Aug 28, 2026	8-K	Chapter 11 petitions and the Stalking Horse APA with Teva (Items 1.01, 1.03)	Document Index
Aug 25, 2026	8-K	Fourteenth Amendment to the Credit Agreement (Items 1.01, 9.01)	Document Index
Aug 24, 2026	8-K	Thirteenth Amendment to the Credit Agreement (Items 1.01, 9.01)	Document Index
Aug 13, 2026	10-Q	Quarterly report for the quarter ended June 30, 2026	Document Index
Aug 11, 2026	8-K	Twelfth Amendment to the Credit Agreement and First Amendment to Security Agreement (Items 1.01, 9.01)	Document Index
Aug 3, 2026	8-K	Eleventh Amendment to the Credit Agreement (Items 1.01, 9.01)	Document Index
Jul 6, 2026	8-K	Tenth Amendment to the Credit Agreement (Items 1.01, 9.01)	Document Index
May 15, 2026	10-Q	Quarterly report for the quarter ended March 31, 2026	Document Index
Apr 17, 2026	8-K	Ninth Amendment: warrants issued to the lenders (Items 3.02, 9.01)	Document Index
Apr 1, 2026	8-K	FDA accepts the IGALMI at-home sNDA; PDUFA date set (Item 8.01)	Document Index
Mar 27, 2026	10-K	Annual report for the year ended December 31, 2025	Document Index
Nov 12, 2025	10-Q	Quarterly report for the quarter ended September 30, 2025	Document Index

Contact IR

Where the official record lives

This page is an independent concept. Questions about the company, and the sale and court process, belong with the sources below.

Official investor relations

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ir.bioxceltherapeutics.com

The court case

The 8-K names a website run by Stretto, the claims and noticing agent, for court documents. The company says its content is not part of the 8-K.

cases.stretto.com

SEC filings

Every filing, as the company filed it, including anything after the September 1, 2026 8-K.

EDGAR, CIK 0001720893