Arcutis Biotherapeutics, Inc 10-Q/A, filed Jul 24, 2024
Arcutis Biotherapeutics, Inc. (ARQT)
About this 10-Q/A
Arcutis Biotherapeutics, Inc filed this 10-Q/A on July 24, 2024, covering the quarter ended March 31, 2024.
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification Number) | |
(Address of Principal Executive Offices) |
(Zip Code) | |
Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
| Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | 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 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as follows:
| • | On March 5, 2024, Howard G. Welgus, M.D., member of our Board of Directors, entered into a Rule 10b5-1 trading 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
| ^ | 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. |
| † | 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) | ||||||
| Date: July 24, 2024 | By: | /s/ David Topper | ||||
| David Topper Chief Financial Officer (Principal Financial and Accounting Officer) | ||||||
Exhibit 31.1
CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Todd Franklin Watanabe, certify that:
| 1. | I have reviewed this Quarterly Report on Form 10-Q/A of Arcutis Biotherapeutics, Inc; and |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report. |
| Date: July 24, 2024 |
|
By: | /s/ Todd Franklin Watanabe | |||
| Todd Franklin Watanabe | ||||||
| President, Chief Executive Officer and Director (Principal Executive Officer) | ||||||
Exhibit 31.2
CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, David Topper, certify that:
| 1. | I have reviewed this Quarterly Report on Form 10-Q/A of Arcutis Biotherapeutics, Inc.; and |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report. |
| Date: July 24, 2024 |
|
By: | /s/ David Topper | |||
| David Topper | ||||||
| Chief Financial Officer (Principal Accounting and Financial Officer) | ||||||