12/08/2025 | Press release | Distributed by Public on 12/08/2025 19:03
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (right to buy) | $31.16 | 12/04/2025 | A | 16,502(2) | (2) | 12/04/2035 | Common Stock | 16,502 | $ 0 | 16,502 | D | ||||
| Stock Option (right to buy) | $31.16 | 12/04/2025 | A | 6,177(3) | (3) | 12/04/2035 | Common Stock | 6,177 | $ 0 | 6,177 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Munshi Amit C/O ARCUTIS BIOTHERAPEUTICS, INC. 3027 TOWNSGATE ROAD, SUITE 300 WESTLAKE VILLAGE, CA 91361 |
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| /s/ Latha Vairavan, as Attorney-in-Fact for Amit Munshi | 12/08/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Represents Restricted Stock Units ("RSUs") granted in connection with the Reporting Person's service as a non-employee director of the Company. The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof, which shall occur on the earlier of June 12, 2026, or immediately before the next annual meeting of stockholders, subject to the director's continued service through the vesting date. |
| (2) | 1/3 each of the underlying shares subject to the option vest and become exercisable on the first annual anniversary of December 4, 2025 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date, subject to the non-employee director's continued service through each applicable vesting date. |
| (3) | The underlying shares subject to the option vest and become exercisable as to 100% on the earlier of June 12, 2026, or immediately before the next annual meeting of stockholders, subject to the director's continued service through the vesting date. |