Todd Franklin Watanabe - Mar 3, 2022 Form 4 Insider Report for Arcutis Biotherapeutics, Inc. (ARQT)

Role
President and CEO, Director
Signature
/s/ Scott Burrows, as Attorney-in-Fact for Todd Franklin Watanabe
Stock symbol
ARQT
Transactions as of
Mar 3, 2022
Transactions value $
-$53,911
Form type
4
Date filed
3/7/2022, 07:59 PM
Previous filing
Mar 3, 2022
Next filing
Mar 11, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ARQT Common Stock Award $0 +70.9K +11.96% $0.00 664K Mar 3, 2022 Direct F1
transaction ARQT Common Stock Sale -$42K -2.49K -0.38% $16.86 661K Mar 4, 2022 Direct F2, F3
transaction ARQT Common Stock Sale -$1.15K -70 -0.01% $16.44 661K Mar 7, 2022 Direct F2, F4
transaction ARQT Common Stock Options Exercise $1.18K +700 +0.11% $1.68* 662K Mar 7, 2022 Direct F5
transaction ARQT Common Stock Sale -$12K -700 -0.11% $17.11 661K Mar 7, 2022 Direct F5, F6, F7
holding ARQT Common Stock 57.4K Mar 3, 2022 By LLC F8
holding ARQT Common Stock 17.9K Mar 3, 2022 By Trust F9
holding ARQT Common Stock 17.9K Mar 3, 2022 By Trust F10
holding ARQT Common Stock 125K Mar 3, 2022 By Trust F11

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 ARQT Stock Option (Right to Buy) Award $0 +188K $0.00 188K Mar 3, 2022 Common Stock 188K $17.67 Direct F12
transaction ARQT Stock Option (Right to Buy) Options Exercise $0 -700 -0.59% $0.00 119K Mar 7, 2022 Common Stock 700 $1.68 Direct F5, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Constitute restricted stock units ("RSUs") for which the Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon vesting. 25% of the RSUs vest annually on March 3 of each year, beginning March 3, 2023, subject to the Reporting Person's continued service to the Issuer.
F2 The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan to satisfy tax withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs").
F3 The transaction was executed in multiple trades in prices ranging from $16.63 to $17.19, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
F4 The transaction was executed in multiple trades in prices ranging from $16.44 to $16.45, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
F5 Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person.
F6 The transaction was executed in multiple trades in prices ranging from $17.02 to $17.18, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
F7 Includes 109,925 restricted stock units.
F8 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.
F9 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.
F10 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.
F11 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.
F12 1/48th of the shares subject to the option vest on each monthly anniversary measured from March 3, 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.
F13 The option began vesting monthly over a four year period beginning upon the achievement of certain company milestones, subject to the Reporting Person's continuous provision of services to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase.