SEC Form 4
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Foley Mark J

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Revance Therapeutics, Inc. [ RVNC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/23/2020 A 264,439 A (1) 835,670 D
Common Stock 07/23/2020 A 50,913 A (1) 70,913 I See footnote(2)
Common Stock 10/13/2020 F 66,106(3) D $27.62 769,564 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On July 23, 2020. the Issuer completed acquisition (the "Merger") of Hint, Inc. ("HintMD") pursuant to that certain Agreement and Plan of Merger, dated as of May 18, 2020, by and among the Issuer, HeartMerger Sub, Inc., direct wholly-owned subsidiary of the Issuer, HintMD, and Fortis Advisors LLC, solely in its capacity as the securityholders' representative (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, at the closing of the Merger, the shares held by Mr. Foley and the Foley Family Trust in HintMD were automatically cancelled and converted into the right to receive shares of common stock of the Issuer.
2. These shares are held by the Mark and Dana Foley, Trustees, Foley Family Trust U/A DTD 4/10/2002.
3. Represents the number of shares withheld by and surrendered to the Issuer on October 13, 2020, to satisfy tax withholding obligations that arose in connection with the vesting of a Restricted Stock award ("RSA") for 133,332 shares. The RSA vests in three equal annual installments from October 13, 2019, subject to Mr. Foley's Continuous Service (as defined in the Issuer's 2014 Equity Incentive Plan) on each vesting date.
/s/ Gordon Ho, Attorney-in-Fact 10/15/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.