{"url_path":"/sec/btai/8-k/2026-07-06/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-06","source_url":"https://www.sec.gov/Archives/edgar/data/1720893/0001104659-26-080501-index.html","accession_number":"0001104659-26-080501","cik":"0001720893","ticker":"BTAI","issuer_name":"BioXcel Therapeutics, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1720893/0001104659-26-080501-index.html","primary_entity_key":"0001720893","primary_entity_name":"BioXcel Therapeutics, Inc."},"word_count":760,"has_tables":true,"body_markdown":"**Item 1.01**\n**Entry into a Material Definitive Agreement.**\n\n \n\nOn July 3, 2026, BioXcel Therapeutics, Inc. (the “Company”)\nentered into the Tenth Amendment to Credit Agreement and Guaranty (the “Tenth Amendment”), which amended the Credit Agreement\nand Guaranty, dated April 19, 2022, as amended (the “Credit Agreement”), by and among the Company, as the borrower, certain\nsubsidiaries of the Company from time to time party thereto as subsidiary guarantors, the lenders party thereto (the “Lenders”),\nand Oaktree Fund Administration LLC, as administrative agent.\n\n \n\nPursuant\nto the Tenth Amendment, the Lenders agreed to (i) payment in kind of accrued and unpaid interest through and including June 30,\n2026, by capitalizing and adding such interest to the outstanding principal amount of the Loans as of such date, (ii) defer the\npayment of principal that was originally due on June 30, 2026 until July 31, 2026, at which point the Company is\nobligated to make a payment of $9,016,914.47 (constituting the principal and interest that were due and payable on June 30,\n2026) *plus*all accrued interest and fees on such amount through and including July 31, 2026) and (iii) reduce the Credit\nAgreement’s minimum liquidity covenant to require minimum cash liquidity of $7.5 million (instead of $12.5 million).\n\n \n\nIn addition, pursuant to the Tenth Amendment, among other things:\n\n \n\n·The\nCompany is required to, on or prior to July 31, 2026, enter into definitive agreements with respect to one or more transactions acceptable\nto Lenders that (A) would result in the repayment of all loan and other obligations under the Credit Agreement or (B) is an alternative\ncapital solutions transaction on terms and conditions acceptable to the Lenders.\n\n \n\n·The\nCompany agreed to permit any and all transfers or assignments of all or any portion of the loans, commitments, claims or other rights,\ninterests or obligations of any Lender under or in respect of the Credit Agreement to any third party.  In addition, the Company\nagreed to waive or otherwise release any and all restrictions contained in any contract between the Company and a third party on such\nthird party’s ability to receive such assignments or transfers.\n\n \n\n·The\nCompany agreed to establish and maintain a strategic process committee of its board of directors,\nwhich committee shall be comprised solely of David Mack (and/or such other independent director\nacceptable to the Lenders and that is not a member of the Board as of the Tenth Amendment\nEffective Date), that will have the full and exclusive authority to evaluate, negotiate,\noversee, coordinate and implement any sale, restructuring or other material transaction,\nincluding any equity raise, sale or business combination transaction, out-of-court restructuring,\nin-court restructuring, bankruptcy or insolvency filing or similar transaction and any other\nmatters or actions as may be necessary or advisable to effectuate any of the foregoing.\n\n \n\n·The\nCompany agreed to certain additional reporting and information covenants, including a requirement to hold a weekly meeting with the Lenders\nand the Company’s financial advisors, and a requirement to deliver to the Lenders a 13-week cash flow budget and financial report\non a bi-weekly basis. The Company will not be permitted to make disbursements for any two-week period in excess of 115% of the aggregate\nbudgeted amount of disbursements for the applicable period.\n\n \n\n \n\n \n\n \n\n·The\nCompany agreed to certain additional negative covenants applicable following the Tenth\nAmendment Effective Date, which, among other things, prohibit the Company from, subject to\nlimited exceptions, (i) making any dividend, distribution or repurchase with respect to its\nequity interests, (ii) making any investments, (iii) disposing of or granting any license\nin the Company’s assets, (iv) incurring or suffering to exist any indebtedness or liens,\nand (v) becoming party to or bound by, or canceling, terminating, modifying or amending in\nany material respect, or waiving any material rights under any material contract.\n\n \n\n·Through\nJuly 31, 2026, the Company is prohibited from entering into, terminating, or otherwise modifying\nany compensation arrangement with its directors, officers or employees, or making any non-ordinary\ncourse payments to, or materially increasing the compensation or benefits of, such persons.\n\n \n\nIn connection with the Tenth Amendment, the Company paid to the Lenders\na fee equal to 100 basis points (or 1.00%) of the principal amount of the Loans outstanding as of the effective date of the Tenth Amendment,\nwhich was paid in kind by adding such amount to the outstanding principal amount of the Loans on the effective date of the Tenth Amendment.\n\n \n\nThe foregoing summary of the Tenth Amendment is qualified in its entirety\nby the complete text of such agreement, a copy of which is filed hereto as Exhibits 10.1."}