07/24/2024 | Press release | Distributed by Public on 07/24/2024 14:11
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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81-2974255
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(State or Other Jurisdiction of
Incorporation or Organization) |
(I.R.S. Employer
Identification Number) |
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3027 Townsgate RoadSuite 300
Westlake Village, California
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91361
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(Address of Principal Executive Offices)
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(Zip Code)
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value $0.0001
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ARQT
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The Nasdaq Global Select Market
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Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated
filer
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☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☐ |
PART II. OTHER INFORMATION
Item 5. OTHER INFORMATION
Trading Plans
During the three months ended March 31, 2024, no director or officer of the Company adopted or terminated a "Rule 10b5-1trading arrangement" or "non-Rule10b5-1trading arrangement," as each term is defined in Item 408(a) of Regulation S-K,except as follows:
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On March 5, 2024, Howard G. Welgus, M.D., member of our Board of Directors, entered into a Rule 10b5-1trading plan, intended to satisfy the affirmative defense of Rule 10b5-1(c)under the Exchange Act. The plan provided for the potential sale of up to 93,386 shares of common stock held by Mr. Welgus and the potential exercise and sale of up to 26,614 options held by Mr. Welgus between June 4, 2024 and May 30, 2025. |
ITEM 6. EXHIBITS
Exhibit Number |
Description of Document |
Incorporated by Reference Form |
Date | Number |
Filed/ Furnished Herewith |
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3.1 | Restated Certificate of Incorporation. | 10-Q | 5/12/20 | 3.1 | ||||||
3.2 | Restated Bylaws. | 10-Q | 5/12/20 | 3.2 | ||||||
4.1 | Form of Common Stock Certificate. | S-1/A | 1/21/20 | 4.1 | ||||||
4.2^ | Amended and Restated Investors' Rights Agreement, dated October 8, 2019, by and among the Registrant and certain of its stockholders. | S-1/A | 1/21/20 | 4.2 | ||||||
10.1 | Amended and Restated Sales Agreement, dated January 31, 2024, by and between Registrant and Cowen and Company, LLC. | S-3 | 1/31/24 | 1.2 | ||||||
10.2 | Amendment Employment Agreement, dated February 22, 2024, by and between the Registrant and Matthew R. Moore. | 10-K | 2/22/24 | 10.35 | ||||||
10.3† | License Agreement, dated as of February 27, 2024, by and between the Registrant and Sato Pharmaceutical Co., Ltd. | 10-Q | 5/14/24 | 10.3 | ||||||
10.4 | First Amendment to the License Agreement, dated February 18, 2024, by and between the Registrant and Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. | 10-Q | 5/14/24 | 10.4 | ||||||
31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities and Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||||||
31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities and Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||||||
32.1 | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | 10-Q | 5/14/24 | 32.1 | ||||||
101.INS | Inline XBRL Instance Document-The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. | X | ||||||||
101.SCH | Inline XBRL Taxonomy Extension Schema Document. | X | ||||||||
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | X | ||||||||
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | X | ||||||||
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | X | ||||||||
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | X | ||||||||
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | X |
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Registrant has omitted schedules and exhibits pursuant to Item 601(a)(5) of Regulation S-K.The Registrant agrees to furnish supplementally a copy of the omitted schedules and exhibits to the SEC upon request. |
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Registrant has omitted portions of the exhibit as permitted under Item 601(b)(10) of Regulation S-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
ARCUTIS BIOTHERAPEUTICS, INC. | |||||
Date: July 24, 2024 | By: | /s/ Todd Franklin Watanabe | |||
Todd Franklin Watanabe President, Chief Executive Officer and Director (Principal Executive Officer) |
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Date: July 24, 2024 | By: | /s/ David Topper | |||
David Topper Chief Financial Officer (Principal Financial and Accounting Officer) |