Watanabe Todd 4
Accession 0001628280-26-005570
Filed
Feb 3, 7:00 PM ET
Accepted
Feb 4, 7:25 PM ET
Size
10.9 KB
Accession
0001628280-26-005570
Research Summary
AI-generated summary of this filing
Arcutis (ARQT) President & CEO Todd Watanabe Sells 19,833 Shares
What Happened
Todd Watanabe, President and Chief Executive Officer of Arcutis Biotherapeutics (ARQT), sold 19,833 shares on 2026-02-02 in open-market transactions for total proceeds of approximately $505,710. The reported weighted-average price was $25.50 per share; individual sale prices ranged from $24.745 to $25.68.
Key Details
- Transaction date: February 2, 2026; Form 4 filed February 4, 2026 (timely filing).
- Type: Sale (code S) to cover tax withholding related to RSU vesting (routine tax-withholding sale).
- Shares sold: 19,833; weighted-average price: $25.50; price range: $24.745–$25.68.
- Total proceeds: $505,710 (reported).
- Reason per filing (F1): Shares sold to satisfy tax withholding on RSUs granted Jan 12, 2024 that vest 25% annually on Feb 1 beginning Feb 1, 2025. (This is a routine tax-cover transaction, not a separate investment decision.)
- Additional notes: Filing discloses 602 shares purchased under the company ESPP on Nov 30, 2025 (F3). Several holdings are record-held by trusts/vehicles for which Watanabe is trustee or officer; he disclaims beneficial ownership except to the extent of pecuniary interest (F4–F7).
- Shares owned after transaction: not specified in the excerpt provided.
Context
This sale was a tax-withholding sale tied to RSU vesting (common and generally considered routine). The filing pledges to provide a breakdown of the number of shares sold at each price within the reported range upon request (F2). No indication in the filing of a 10% owner status or of option exercises—just a cashless/withholding sale to satisfy taxes.
Insider Transaction Report
- Sale
Common Stock
[F1][F2][F3]2026-02-02$25.50/sh−19,833$505,710→ 721,306 total
- 25,410(indirect: By Trust)
Common Stock
[F4] - 25,410(indirect: By Trust)
Common Stock
[F5] - 57,358(indirect: By LLC)
Common Stock
[F6] - 124,956(indirect: By Trust)
Common Stock
[F7]
Footnotes (7)
- [F1]The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligation in connection with the vesting of Restricted Stock Units ("RSUs"), granted on January 12, 2024, in which 25% of the RSUs vest annually on February 1, (the "Vesting Commencement Date"), of each year beginning on February 1, 2025, subject to the Reporting Person's continued service to the Issuer.
- [F2]The price reported in Column 4 is a weighted average sale price. The shares were sold in multiple transactions at prices ranging from $24.745 to $25.68, inclusive. 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.
- [F3]Includes 602 shares purchased under the Issuer's Employee Stock Purchase Plan on November 30, 2025.
- [F4]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.
- [F5]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.
- [F6]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.
- [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.
Signature
Documents
Issuer
Arcutis Biotherapeutics, Inc.
CIK 0001787306
Related Parties
1- filerCIK 0001801061
Filing Metadata
- Form type
- 4
- Filed
- Feb 3, 7:00 PM ET
- Accepted
- Feb 4, 7:25 PM ET
- Size
- 10.9 KB