0001104659-22-082286.txt : 20220725 0001104659-22-082286.hdr.sgml : 20220725 20220725093401 ACCESSION NUMBER: 0001104659-22-082286 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220721 FILED AS OF DATE: 20220725 DATE AS OF CHANGE: 20220725 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Maraoui Claude CENTRAL INDEX KEY: 0001893880 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41063 FILM NUMBER: 221101762 MAIL ADDRESS: STREET 1: C/O JOURNEY MEDICAL CORPORATION STREET 2: 9237 E VIA DE VENTURA BLVD., SUITE 105 CITY: SCOTTSDALE STATE: AZ ZIP: 85258 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Journey Medical Corp CENTRAL INDEX KEY: 0001867066 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 471879539 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9237 E VIA DE VENTURA BLVD., SUITE 105 CITY: SCOTTSDALE STATE: AZ ZIP: 85258 BUSINESS PHONE: 480-434-6670 MAIL ADDRESS: STREET 1: 9237 E VIA DE VENTURA BLVD., SUITE 105 CITY: SCOTTSDALE STATE: AZ ZIP: 85258 4 1 tm2221508-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-07-21 0 0001867066 Journey Medical Corp DERM 0001893880 Maraoui Claude C/O JOURNEY MEDICAL CORPORATION 9237 E VIA DE VENTURA BLVD., SUITE 105 SCOTTSDALE AZ 85258 1 1 0 0 President & CEO Common Stock, par value $0.0001 per share 2022-07-21 4 A 0 300000 0 A 2192530 D On July 21, 2022, the reporting person was granted 300,000 restricted stock units pursuant to the Issuer's 2015 Stock Plan. One-fourth of the shares will vest on each of July 21, 2023, 2024, 2025 and 2026, subject to the reporting person's continuous service with the Issuer. Includes 742,530 restricted stock units, 300,000 of which will vest over various time periods as set forth in footnote 1, and 442,530 of which will vest in accordance with the following schedule: 147,362 shares on the fifteenth day of the eighteenth month following the closing of the Issuer's initial public offering (the "Tranche 1 Vesting Date"); 147,362 of which will vest nine months after the Tranche 1 Vesting Date (the "Tranche 2 Vesting Date"), and 147,806 of which will vest nine months after the Tranche 2 Vesting Date. Exhibit 24 - Power of Attorney /s/ Ramsey Alloush, attorney-in-fact 2022-07-25 EX-24 2 tm2221508-2_ex24.htm EXHIBIT 24

Exhibit 24

 

POWER OF ATTORNEY

 

With respect to holdings of and transactions in securities issued by JOURNEY MEDICAL CORPORATION (the “Company”), the undersigned hereby constitutes and appoints the individuals named on Annex A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, to act as the undersigned’s true and lawful attorney-in-fact to:

 

1.   prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain and/or regenerate codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended, or any rule or regulation of the SEC;

 

2.   execute for and on behalf of the undersigned, Forms 3, 4, and 5 in accordance with Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

 

3.   do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

4.   take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorneys-in-fact substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.

 

The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 21st day of July 2022.

 

  Signature: /s/ Claude Maraoui
  Print Name: Claude Maraoui

 

 

 

Annex A

 

Individual Appointed as Attorney-in-Fact with Full Power of Substitution and Resubstitution

 

1.Ernest De Paolantonio
2.Ramsey Alloush