UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

CUSIP No. 09075P105

13G

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

BioXcel Corporation

EIN: 20-2612128

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
9,480,000

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
9,480,000

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
9,480,000

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
60.59%

12.

Type of Reporting Person (See Instructions)
CO

CUSIP No. 09075P105

13G

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)
Krishnan Nandabalan

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
9,481,000 (1)

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
9,481,000 (1)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
9,481,000 (1)

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
60.60%

12.

Type of Reporting Person (See Instructions)
IN

CUSIP No. 09075P105

13G

Item 1(a).

Name of Issuer:
BioXcel Therapeutics, Inc. (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:
The Issuer’s principal executive offices are located at 555 Long Wharf Drive, New Haven, CT 06511.

Item 2(a).

Names of Persons Filing:
This statement is filed by:

(i)           BioXcel Corporation,, a Delaware corporation (“BioXcel”) with respect to the shares of Common Stock beneficially owned by it; and

(ii)        Krishnan Nandabalan (“Mr. Nandabalan”), as president of BioXcel, with respect to the shares of Common Stock beneficially owned by BioXcel and the shares jointly owned with his wife;

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 Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act.

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.

Item 2(b).

Address of Principal Business Office or, if none, Residence:
The principal business address of each of the Reporting Persons is 780 East Main Street, Branford, CT 06405.

Item 2(c).

Citizenship:
BioXcel is a corporation organized under the laws of the State of Delaware. Mr. Nandabalan is a citizen of the United States.

Item 2(d).

Title of Class of Securities:
Common Stock, par value $0.001 per share (the “Common Stock”)

Item 2(e).

CUSIP Number:
09075P105

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4.

Ownership.

The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G. The ownership percentages reported are based on 15,645,545 outstanding shares of Common Stock, as reported in the Issuer’s Form 10-Q filed on November 9, 2018.

BioXcel is the record owner of 9,480,000  shares of Common Stock. Krishnan Nandabalan is the president of BioXcel, and owns approximately 43% of the voting stock of BioXcel.  As a result, he may be deemed the beneficial owner of the shares held by BioXcel.  Mr. Nandabalan and his wife are the joint record owner of 1,000 shares of Common Stock. Notwithstanding the above, Mr. Nandabalan disclaims beneficial ownership of the shares of Common Stock held by BioXcel described above, except to the extent of his respective pecuniary interest therein.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following     o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

CUSIP No. 09075P105

13G

Item 10.

Certification.

Not applicable.

BIOXCEL CORPORATION

/s/ Krishnan Nandabalan

Name: Krishnan Nandabalan

Title: President

/s/ Krishnan Nandabalan

Krishnan Nandabalan

CUSIP No. 09075P105

13G

BIOXCEL CORPORATION

/s/ Krishnan Nandabalan

Name: Krishnan Nandabalan

Title: President

/s/ Krishnan Nandabalan

Krishnan Nandabalan