Caligan Partners LP - 26 Dec 2025 Form 3 Insider Report for Verrica Pharmaceuticals Inc. (VRCA)

Role
Other*
Signature
Caligan Partners LP, By: /s/ David Johnson, Managing Partner
Issuer symbol
VRCA
Transactions as of
26 Dec 2025
Net transactions value
$0
Form type
3
Filing time
30 Dec 2025, 07:08:10 UTC
Previous filing
18 Sep 2024
SEC
View on sec.gov

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
Caligan Partners LP Other* 780 THIRD AVENUE, 30TH FLOOR, NEW YORK Caligan Partners LP, By: /s/ David Johnson, Managing Partner 30 Dec 2025 0001727492
JOHNSON DAVID EDWARD Other* 780 THIRD AVENUE, 30TH FLOOR, NEW YORK /s/ David Edward Johnson 30 Dec 2025 0001785557

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding VRCA Common Stock, par value $0.0001 per share ("Common Stock") 923,910 26 Dec 2025 See footnote F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding VRCA Pre-Funded Warrants (right to buy) 26 Dec 2025 Common Stock 4,126,239 $0.000100 See footnote F1, F2, F3
holding VRCA Series C Warrants (right to buy) 26 Dec 2025 Common Stock 1,031,559 $6.32 See footnote F1, F3
holding VRCA Series B Warrants (right to buy) 26 Dec 2025 Common Stock 421,346 $13.35 See footnote F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 3 is filed by Caligan Partners LP ("Caligan") and David Johnson with respect to the securities held by Caligan Partners Master Fund LP, a Cayman Islands limited partnership, and managed accounts to which Caligan serves as investment manager. Mr. Johnson is the Managing Partner of Caligan and a Managing Member of Caligan Partners GP LLC, the general partner of Caligan.
F2 The Pre-Funded Warrants will not expire until exercised in full.
F3 Pursuant to the terms of the Pre-Funded Warrants, the Series C Warrants and the Series B Warrants (collectively, the "Warrants"), the Reporting Persons cannot exercise any of the Warrants to the extent the Reporting Persons would beneficially own, after any such exercise, more than 9.99% of the outstanding Common Stock (the "9.99% Blocker"). Consequently, at this time, the Reporting Persons are not able to exercise all of the Warrants reported herein due to the 9.99% Blocker.

Remarks:

Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Each of the Reporting Persons may be deemed to be a director by deputization of Verrica Pharmaceuticals Inc. (the "Issuer") by virtue of the fact that Dr. Charles Frantzreb, a Partner at Caligan, currently serves on the Issuer's board of directors.