Adage Capital Partners Cuts BioXcel Therapeutics Stake to 1.1%

TL;DR

**Adage Capital Partners just trimmed its BioXcel stake, signaling a potential bearish outlook.**

AI Summary

Adage Capital Partners, L.P. filed an amended SC 13G/A on February 7, 2024, disclosing its beneficial ownership in BioXcel Therapeutics, Inc. As of December 31, 2023, Adage Capital Partners, L.P. reported shared voting and dispositive power over 465,381 shares of BioXcel Therapeutics' common stock, representing 1.1% of the company's outstanding shares. This is a decrease from their previous filing, indicating they have reduced their stake, which could signal a lack of confidence or a portfolio rebalancing, potentially impacting investor sentiment for BioXcel Therapeutics.

Why It Matters

This filing shows a significant institutional investor, Adage Capital Partners, has reduced its holdings in BioXcel Therapeutics, which could be interpreted negatively by the market and potentially lead to downward pressure on the stock price.

Risk Assessment

Risk Level: medium — A major institutional investor reducing its stake can indicate a perceived increase in risk or a lack of future growth potential for the company.

Analyst Insight

A smart investor would investigate the reasons behind Adage Capital Partners' reduction in stake, potentially reviewing BioXcel Therapeutics' recent financial performance, pipeline developments, and competitive landscape before making any investment decisions.

Key Numbers

• 465,381 — Shares Beneficially Owned (Represents the total number of shares of BioXcel Therapeutics common stock Adage Capital Partners, L.P. has shared voting and dispositive power over.)
• 1.1% — Percentage of Class (This is the percentage of BioXcel Therapeutics' common stock beneficially owned by Adage Capital Partners, L.P. as of December 31, 2023.)
• $0.001 — Par Value per Share (The par value of BioXcel Therapeutics, Inc. common stock.)

Key Players & Entities

• Adage Capital Partners, L.P. (company) — Reporting Person, institutional investor
• BioXcel Therapeutics, Inc. (company) — Subject Company, issuer of securities
• Delaware (company) — Place of organization for Adage Capital Partners, L.P.
• December 31, 2023 (date) — Date of event requiring the filing
• February 7, 2024 (date) — Filing date of the SC 13G/A

Forward-Looking Statements

• BioXcel Therapeutics' stock price may experience downward pressure due to Adage Capital Partners reducing its stake. (BioXcel Therapeutics, Inc.) — medium confidence, target: Q1 2024
• Other institutional investors might review their positions in BioXcel Therapeutics following this disclosure. (Institutional Investors) — medium confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.001 — me of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie

Filing Documents

• p24-0414sc13ga.htm (SC 13G/A) — 98KB
• 0000902664-24-001152.txt ( ) — 100KB

(a)

Item 1(a). NAME OF ISSUER The name of the issuer is BioExcel Therapeutics, Inc. (the “ Company ”).

(b)

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES The Company’s principal executive offices are located at 555 Long Wharf Drive, New Haven, CT 06511.

(a)

Item 2(a). NAME OF PERSON FILING This statement is filed by: (i) Adage Capital Partners, L.P., a Delaware limited partnership (“ ACP ”) with respect to the Common Stock directly owned by it; (ii) Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ ACPGP ”), as general partner of ACP with respect to the Common Stock directly owned by ACP; (iii) Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ ACA ”), as managing member of ACPGP, general partner of ACP, with respect to the Common Stock directly owned by ACP; (iv) Robert Atchinson (“ Mr. Atchinson ”), as managing member of ACA, managing member of ACPGP, general partner of ACP with respect to the Common Stock directly owned by ACP; and (v) Phillip Gross (“ Mr. Gross ”), as managing member of ACA, managing member of ACPGP, general partner of ACP with respect to the Common Stock directly owned by ACP. The foregoing persons are hereinafter sometimes collectively referred to as the “ Reporting Persons .” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.

(c)

Item 2(c). CITIZENSHIP ACP is a limited partnership organized under the laws of the State of Delaware. ACPGP and ACA are limited liability companies organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES Common stock, par value $0.001 per share (the “ Common Stock ”).

(e)

Item 2(e). CUSIP NUMBER 09075P105 CUSIP No. 09075P105 13G/A Page 8 of 10 Pages Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) Broker or dealer registered under Section 15 of the Act; (b) Bank as defined in Section 3(a)(6) of the Act; (c) Insurance company as defined in Section 3(a)(19) of the Act; (d) Investment company registered under Section 8 of the Investment Company Act of 1940; (e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: Not applicable. Item 4. A. Adage Capital Partners, L.P., Adage Capital Partners GP, L.L.C. and Adage Capital Advisors, L.L.C. (a) Amount beneficially owned: 465,381 (b) Percent of class: 1.55%. The percentage set forth in this Schedule 13G/A is calculated based upon 29,929,997 shares of Common Stock outstanding as of December 31, 2023, as reported in the Company’s Registration Statement on Form S-3, filed with the Securities and Exchange Commission on January 12, 2024. (c) (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the vote: 465,381 (iii) Sole power to dispose or direct the disposition: 0 (iv) Shared power to dispose or direct the disposition of: 465,381 ACP has the powe

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. DATE: February 7, 2024 ADAGE CAPITAL PARTNERS, L.P. By: Adage Capital Partners GP, L.L.C., its general partner By: Adage Capital Advisors, L.L.C., its managing member /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ADAGE CAPITAL PARTNERS GP, L.L.C. By: Adage Capital Advisors, L.L.C., its managing member /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ADAGE CAPITAL ADVISORS, L.L.C. /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ROBERT ATCHINSON /s/ Robert Atchinson ROBERT ATCHINSON, individually PHILLIP GROSS /s/ Phillip Gross PHILLIP GROSS, individually

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