SCHEDULE 13G
0001403525
XXXXXXXX
LIVE
Common Stock, par value $0.001 per share
11/25/2024
0001720893
BioXcel Therapeutics, Inc.
09075P105
555 Long Wharf Drive
New Haven
CT
06511
Rule 13d-1(c)
Oaktree Fund Advisors, LLC
DE
0
822944
0
822944
822944
N
1.6
OO
The percentage of class is calculated based on 49,628,948 shares of Common Stock outstanding on December 17, 2024, based on information received from the Issuer, as increased by the 2,724,075 shares of Common Stock issuable upon exercise of the Warrants reported herein.
OAKTREE CAPITAL MANAGEMENT LP
DE
0
1901131
0
1901131
1901131
N
3.6
PN
The percentage of class is calculated based on 49,628,948 shares of Common Stock outstanding on December 17, 2024, based on information received from the Issuer, as increased by the 2,724,075 shares of Common Stock issuable upon exercise of the Warrants reported herein.
Oaktree Capital Group Holdings GP, LLC
DE
0
2724075
0
2724075
2724075
N
5.2
OO
The percentage of class is calculated based on 49,628,948 shares of Common Stock outstanding on December 17, 2024, based on information received from the Issuer, as increased by the 2,724,075 shares of Common Stock issuable upon exercise of the Warrants reported herein.
Oaktree Capital Holdings, LLC
DE
0
2724075
0
2724075
2724075
N
5.2
OO
The percentage of class is calculated based on 49,628,948 shares of Common Stock outstanding on December 17, 2024, based on information received from the Issuer, as increased by the 2,724,075 shares of Common Stock issuable upon exercise of the Warrants reported herein.
BioXcel Therapeutics, Inc.
555 Long Wharf Drive, New Haven, Connecticut, 06511
This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the Reporting Persons:
i) Oaktree Fund Advisors, LLC (OFA);
ii) Oaktree Capital Management LP (OCM);
iii) Oaktree Capital Holdings, LLC (OCH);
iv) Oaktree Capital Group Holdings GP, LLC (OCGH GP).
333 South Grand Avenue, 28th Floor, Los Angeles, CA 90071
See responses to Item 4 on each cover page.
Y
2,724,075
5.2
0
See responses to Item 6 on each cover page.
The reported securities represent 2,724,075 shares of Common Stock acquirable upon exercise of an equivalent number of warrants each to acquire one share of Common Stock (Warrants) beneficially owned by the Reporting Persons. In this regard, 1,901,131 Warrants are directly held by funds and accounts managed by OCM and 822,944 Warrants are directly held by funds and accounts managed by OFA, as set forth in Exhibit 99.2 of this Schedule 13G. Each of OCM and OFA are indirectly managed by OCH, and OCGH GP, as holder of the Class B Units of OCH, has ultimate investment control over the reported securities. The filing of this statement shall not be deemed an admission of beneficial ownership, for purposes of Schedule 13(d) or otherwise, by any of the Reporting Persons or entities listed on Schedule 99.2.
0
See responses to Item 8 on each cover page and response to Item (ii) of this Item 4(c).
Y
Y
Y
Y
Y
N
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
Exhibit 99.1 Joint Filing Agreement, dated as of December 18, 2024
Exhibit 99.2 Schedule of Direct Warrant Holders
Oaktree Fund Advisors, LLC
/s/ Henry Orren
12/18/2024
OAKTREE CAPITAL MANAGEMENT LP
/s/ Henry Orren
12/18/2024
Oaktree Capital Group Holdings GP, LLC
/s/ Henry Orren
12/18/2024
Oaktree Capital Holdings, LLC
/s/ Henry Orren
12/18/2024