0001787306-24-000016.txt : 20240215 0001787306-24-000016.hdr.sgml : 20240215 20240215183044 ACCESSION NUMBER: 0001787306-24-000016 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240213 FILED AS OF DATE: 20240215 DATE AS OF CHANGE: 20240215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Watanabe Todd Franklin CENTRAL INDEX KEY: 0001801061 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39186 FILM NUMBER: 24645266 MAIL ADDRESS: STREET 1: C/O ARCUTIS BIOTHERAPEUTICS, INC. STREET 2: 2945 TOWNSGATE ROAD, SUITE 110 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Arcutis Biotherapeutics, Inc. CENTRAL INDEX KEY: 0001787306 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 812974255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3027 TOWNSGATE ROAD STREET 2: SUITE 300 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 BUSINESS PHONE: 805-418-5006 MAIL ADDRESS: STREET 1: 3027 TOWNSGATE ROAD STREET 2: SUITE 300 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 FORMER COMPANY: FORMER CONFORMED NAME: Arcutis, Inc. DATE OF NAME CHANGE: 20190905 4 1 wk-form4_1708039829.xml FORM 4 X0508 4 2024-02-13 0 0001787306 Arcutis Biotherapeutics, Inc. ARQT 0001801061 Watanabe Todd Franklin C/O ARCUTIS BIOTHERAPEUTICS, INC. 3027 TOWNSGATE ROAD, SUITE 300 WESTLAKE VILLAGE CA 91361 1 1 0 0 See Remarks 0 Common Stock 2024-02-13 4 A 0 21666 A 648685 D Common Stock 2024-02-13 4 A 0 33066 A 681751 D Common Stock 2024-02-13 4 A 0 94050 A 775801 D Common Stock 2024-02-13 4 A 0 116100 A 891901 D Common Stock 24413 I By Trust Common Stock 24413 I By Trust Common Stock 124956 I By Trust Common Stock 57358 I By LLC Stock Option (right to buy) 27.61 2024-02-13 4 D 0 65000 D 2030-02-27 Common Stock 65000 0 D Stock Option (right to buy) 32.44 2024-02-13 4 D 0 99200 D 2031-03-03 Common Stock 99200 0 D Stock Option (right to buy) 17.67 2024-02-13 4 D 0 188100 D 2032-03-03 Common Stock 188100 0 D Stock Option (right to buy) 15.82 2024-02-13 4 D 0 232200 D 2033-03-02 Common Stock 232200 0 D On February 13, 2024, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on February 27, 2020, and received in exchange for the option, these Restricted Stock Units ("RSUs") that vest in four equal quarterly installments commencing May 1, 2024. On February 13, 2024, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on March 3, 2021, and received in exchange for the option, these RSUs that vest in eight equal quarterly installments commencing May 1, 2024. On February 13, 2024, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on March 3, 2022, and received in exchange for the option, these RSUs that vest in eight equal quarterly installments commencing May 1, 2024. On February 13, 2024, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on March 2, 2023. and received in exchange for the option, these RSUs that vest in twelve equal quarterly installments commencing May 1, 2024. The securities are held of record by The John Franklin Watanabe Trust, of which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purposes. The securities are held of record by The Anderson Prest Watanabe Irrevocable Trust, of which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purposes. The securities are held of record by The Watanabe 2016 Irrevocable Trust, of which the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purposes. The securities are held of record by Watanabe Ventures, LLC, of which the Reporting Person is the Chief Operating Officer. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purposes. The canceled option vest in equal monthly installments over a period of 48 months commencing on the grant date so that 100% of the shares become fully vested and exercisable on February 27, 2024, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The canceled option vest as to 1/48 of the shares subject to the option vest on each monthly anniversary measured from March 3, 2021 (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 Reporting Person's continued service to the Issuer. The canceled option vest as to 1/48 of the shares subject to the option vest on each monthly anniversary measured from March 1, 2022 (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 Reporting Person's continued service to the Issuer. The canceled option vest as to 1/48 of the shares subject to the option vest on each monthly anniversary measured from March 1, 2023 (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 Reporting Person's continued service to the Issuer. Reporting Person's title: President and Chief Executive Officer /s/ John W. Smither as Attorney-in-Fact for Todd Franklin Watanabe 2024-02-15