Paul B. Manning - Nov 22, 2024 Form 4 Insider Report for Verrica Pharmaceuticals Inc. (VRCA)

Role
Director, 10%+ Owner
Signature
/s/ Mark Ballantyne, Attorney-in-Fact
Stock symbol
VRCA
Transactions as of
Nov 22, 2024
Transactions value $
$0
Form type
4
Date filed
11/26/2024, 04:15 PM
Previous filing
Sep 23, 2024
Next filing
Dec 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VRCA Common Stock Purchase +18.4M +234.7% 26.3M Nov 22, 2024 Direct F1, F2
transaction VRCA Common Stock Purchase +4.49M +303.32% 5.98M Nov 22, 2024 See footnote F3, F4
transaction VRCA Common Stock Gift $0 -450K -1.71% $0.00 25.8M Nov 26, 2024 Direct F2
holding VRCA Common Stock 892K Nov 22, 2024 By trust F5
holding VRCA Common Stock 892K Nov 22, 2024 By trust F5
holding VRCA Common Stock 892K Nov 22, 2024 By trust F5
holding VRCA Common Stock 3.32M Nov 22, 2024 By trust F6
holding VRCA Common Stock 257K Nov 22, 2024 See footnote F7

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
transaction VRCA Series A Warrants (right to buy) Purchase +9.21M 9.21M Nov 22, 2024 Common Stock 9.21M $1.07 Direct F1, F2
transaction VRCA Series B Warrants (right to buy) Purchase +9.21M 9.21M Nov 22, 2024 Common Stock 9.21M $1.34 Direct F1, F2
transaction VRCA Series A Warrants (right to buy) Purchase +2.25M 2.25M Nov 22, 2024 Common Stock 2.25M $1.07 See footnote F3, F4
transaction VRCA Series B Warrants (right to buy) Purchase +2.25M 2.25M Nov 22, 2024 Common Stock 2.25M $1.34 See footnote F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported securities are included within 18,426,966 investment units purchased by the Reporting Person for $0.89 per investment unit. Each investment unit consists of one share of Common Stock,a Series A warrant for one half of a share of common stock and a Series B warrant for one half of a share of common stock. The Reporting Person will not be entitled to exercise any portion of a Series A or Series B Warrant that, upon giving effect to such exercise, would cause the aggregate number of shares beneficially owned by the Reporting Person to exceed 49.99% of the number of shares of the Issuer's common stock outstanding immediately after giving effect to the exercise.
F2 The shares are held by Mr. Manning jointly with his spouse.
F3 The reported securities are included within 4,494,382 investment units purchased by BKB Growth Investments, LLC ("BKB") for $0.89 per investment unit. Each investment unit consists of one share of Common Stock, one Series A warrant and one Series B warrant, each to purchase up to 2,247,191 shares of common stock.
F4 The shares are held directly by BKB. The Reporting Person is a co-manager of the manager of BKB and has shared voting and investment power with respect to the shares held by BKB.
F5 These shares are held in separate trusts for the benefit of the Reporting Person's immediate family members. The Reporting Person's spouse is trustee of each trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F6 The shares are held directly by The Paul B. Manning Revocable Trust dated May 10, 2000 (the "Trust"). The Reporting Person is the trustee of the Trust and has sole voting and investment power with respect to the shares held by the Trust.
F7 The shares are held directly by PBM Capital Investments, LLC ("PBMCI"). The Reporting Person is CEO of PBMCI and has sole voting and investment power with respect to the shares held by PBMCI.