BioXcel Therapeutics再獲信貸寬限 還款押後至8月底 流動資金要求降至625萬美元

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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 31, 2026

 

 

BioXcel
Therapeutics, Inc.

(Exact name of registrant as specified in its
charter)

 

 

 
 Delaware
  
 001-38410
  
 82-1386754

 
 (State
 or other jurisdiction of

 incorporation)
  
 (Commission
 File Number)
  
 (I.R.S.
 Employer
 Identification No.)

 
 

555
Long Wharf Drive

New
Haven, CT 06511

(Address of principal executive offices, including
Zip Code)

 

(475)
238-6837

(Registrant’s telephone number, including
area code)

 

N/A

(Former name or former address, if changed
since last report)

 

Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:

 

¨Written
 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting
 material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement
 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement
 communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered
pursuant to Section 12(b) of the Act:

 

 
 Title of each class
  
 Trading Symbol(s)
  
 Name of each exchange on which registered

 
 Common
 Stock, par value $0.001
  
 BTAI
  
 The Nasdaq
 Capital Market

 
 

Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging
growth company ¨

 

If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

 

 

 

  

  

 

 

Item 1.01Entry into a Material Definitive Agreement.

 

On July 31, 2026, BioXcel Therapeutics, Inc.
(the “Company”) entered into the Eleventh Amendment to Credit Agreement and Guaranty (the “Eleventh Amendment”),
which amended the Credit Agreement and Guaranty, dated April 19, 2022, as amended (the “Credit Agreement”), 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 (the “Lenders”), and Oaktree Fund Administration LLC, as administrative agent.

 

Pursuant to the Eleventh Amendment, the Lenders
agreed to (i) defer the payment of principal that was originally due on June 30, 2026, which was previously deferred to July 31,
2026 pursuant to the Tenth Amendment to the Credit Agreement (the “Tenth Amendment”), until August 31, 2026, at which
point the Company is obligated to make a payment of $9,016,914.47 (constituting the principal and interest that were due and payable on
June 30, 2026) plus all accrued interest and fees on such amount through and including August 31, 2026, and (ii) reduce
the Credit Agreement’s minimum liquidity covenant to require minimum cash liquidity of $6.25 million (instead of $7.5 million).

 

In addition, pursuant to the Eleventh Amendment,
among other things:

 

·The Company is required to, on or prior to August 10, 2026 (extended
from July 31, 2026, as was required under the Tenth Amendment), enter into definitive agreements with respect to one or more transactions
acceptable to Lenders that (A) would result in the repayment of all loan and other obligations under the Credit Agreement or (B) is
an alternative capital solutions transaction on terms and conditions acceptable to the Lenders.

 

·Through August 10, 2026 (extended from July 31, 2026, as was provided
for under the Tenth Amendment), the Company is prohibited from entering into, terminating, or otherwise modifying any compensation arrangement
with its directors, officers or employees, or making any non-ordinary course payments to, or materially increasing the compensation or
benefits of, such persons.

 

The foregoing summary of the Eleventh Amendment
is qualified in its entirety by the complete text of such agreement, a copy of which is filed hereto as Exhibits 10.1.

 

Item 9.01Financial Statements and Exhibits.

 

(d)   Exhibits.

 

Ex.  No.Description

 

 10.1Eleventh
Amendment to Credit Agreement and Guaranty, dated July 31, 2026

 
   

 
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

 

  

  

 

 

SIGNATURES

 

Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.

 

 
 Date: August 3, 2026
 BIOXCEL THERAPEUTICS, INC.

 
  
  
  

 
  
  
 /s/  Richard Steinhart

 
  
 By:
 Richard Steinhart

 
  
 Title:
 Chief Financial Officer