Todd Franklin Watanabe - Feb 13, 2024 Form 4 Insider Report for Arcutis Biotherapeutics, Inc. (ARQT)

Signature
/s/ John W. Smither as Attorney-in-Fact for Todd Franklin Watanabe
Stock symbol
ARQT
Transactions as of
Feb 13, 2024
Transactions value $
$0
Form type
4
Date filed
2/15/2024, 06:30 PM
Previous filing
Jan 17, 2024
Next filing
Mar 1, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ARQT Common Stock Award +21.7K +3.46% 649K Feb 13, 2024 Direct F1
transaction ARQT Common Stock Award +33.1K +5.1% 682K Feb 13, 2024 Direct F2
transaction ARQT Common Stock Award +94.1K +13.8% 776K Feb 13, 2024 Direct F3
transaction ARQT Common Stock Award +116K +14.97% 892K Feb 13, 2024 Direct F4
holding ARQT Common Stock 24.4K Feb 13, 2024 By Trust F5
holding ARQT Common Stock 24.4K Feb 13, 2024 By Trust F6
holding ARQT Common Stock 125K Feb 13, 2024 By Trust F7
holding ARQT Common Stock 57.4K Feb 13, 2024 By LLC F8

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) Disposed to Issuer -65K -100% 0 Feb 13, 2024 Common Stock 65K $27.61 Direct F1, F9
transaction ARQT Stock Option (right to buy) Disposed to Issuer -99.2K -100% 0 Feb 13, 2024 Common Stock 99.2K $32.44 Direct F2, F10
transaction ARQT Stock Option (right to buy) Disposed to Issuer -188K -100% 0 Feb 13, 2024 Common Stock 188K $17.67 Direct F3, F11
transaction ARQT Stock Option (right to buy) Disposed to Issuer -232K -100% 0 Feb 13, 2024 Common Stock 232K $15.82 Direct F4, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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.
F3 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.
F4 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.
F5 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.
F6 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.
F7 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.
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 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.
F10 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.
F11 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.
F12 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.

Remarks:

Reporting Person's title: President and Chief Executive Officer