4//SEC Filing
Davis Todd C 4
Accession 0001753926-25-001075
CIK 0001919246other
Filed
Jul 2, 8:00 PM ET
Accepted
Jul 3, 9:02 PM ET
Size
12.3 KB
Accession
0001753926-25-001075
Insider Transaction Report
Form 4
Davis Todd C
Director
Transactions
- Conversion
Common Stock
2025-07-01$10.00/sh+1,500,000$15,000,000→ 1,500,000 total(indirect: By Ligand Pharmaceuticals Incorporated) - Other
Series A Convertible Preferred Stock
2025-07-01+31,278.681→ 3,127,868 total(indirect: See footnote)Exercise: $10.00→ Common Stock (3,127,868 underlying) - Conversion
Series A Convertible Preferred Stock
2025-07-01−15,000→ 3,000 total(indirect: See footnote)Exercise: $10.00→ Common Stock (1,500,000 underlying)
Holdings
- 2,917
Common Stock
Footnotes (4)
- [F1]The numbers reported herein have been adjusted to reflect the 1-for-10 reverse stock split effected by the Issuer on July 1, 2025.
- [F2]Todd Davis is the Chief Executive Officer and a member of the board of directors of Ligand Pharmaceuticals Inc. ("Ligand"). By virtue of this relationship, Mr. Davis may be deemed to beneficially own the shares of Common Stock held of record by Ligand. Mr. Davis disclaims any such beneficial ownership except to the extent of his pecuniary interest therein.
- [F3]The Series A convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date. The Series A convertible preferred stock is subject to a contractual limitation such that the holder may not convert Series A convertible preferred stock to the extent that after giving effect to such conversion, the holder (together with its attribution parties as defined in the certificate of designations) would beneficially own in excess of 49.9% of the shares of common stock outstanding immediately after giving effect to such conversion.
- [F4]Received in exchange for shares of LNHC, Inc. ("LNHC") common stock in connection with the merger of CHRO Merger Sub, Inc. ("Merger Sub"), a wholly owned subsidiary of the Issuer, with and into LNHC, a wholly-owned subsidiary of Ligand, with LNHC continuing as a wholly-owned subsidiary of the Issuer and the surviving corporation of the merger, pursuant to the Merger Agreement, dated as of April 16, 2025, by and among the Issuer, Merger Sub, LNHC, and solely for the purposes of Article III thereof, Ligand.
Documents
Issuer
Pelthos Therapeutics Inc.
CIK 0001919246
Entity typeother
Related Parties
1- filerCIK 0001392029
Filing Metadata
- Form type
- 4
- Filed
- Jul 2, 8:00 PM ET
- Accepted
- Jul 3, 9:02 PM ET
- Size
- 12.3 KB