0001567619-22-006498.txt : 20220307 0001567619-22-006498.hdr.sgml : 20220307 20220307205952 ACCESSION NUMBER: 0001567619-22-006498 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220303 FILED AS OF DATE: 20220307 DATE AS OF CHANGE: 20220307 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Watanabe Todd Franklin CENTRAL INDEX KEY: 0001801061 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39186 FILM NUMBER: 22720144 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] 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 doc1.xml FORM 4 X0306 4 2022-03-03 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 President and CEO Common Stock 2022-03-03 4 A 0 70900 0 A 663526 D Common Stock 2022-03-04 4 S 0 2489 16.8591 D 661037 D Common Stock 2022-03-07 4 S 0 70 16.4449 D 660967 D Common Stock 2022-03-07 4 M 0 700 1.6806 A 661667 D Common Stock 2022-03-07 4 S 0 700 17.1058 D 660967 D Common Stock 57358 I By LLC Common Stock 17850 I By Trust Common Stock 17850 I By Trust Common Stock 124956 I By Trust Stock Option (Right to Buy) 17.67 2022-03-03 4 A 0 188100 0.00 A 2032-03-03 Common Stock 188100 188100 D Stock Option (Right to Buy) 1.6806 2022-03-07 4 M 0 700 0.00 D 2029-03-13 Common Stock 700 118935 D 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. 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"). 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. 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. Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person. 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. Includes 109,925 restricted stock units. 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 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 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 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. 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. 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. /s/ Scott Burrows, as Attorney-in-Fact for Todd Franklin Watanabe 2022-03-07