Pelthos Therapeutics Inc.·4/A

Apr 1, 5:45 PM ET

Davis Todd C 4/A

4/A · Pelthos Therapeutics Inc. · Filed Apr 1, 2026

Research Summary

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Pelthos (PTHS) Director Todd C. Davis Receives RSU Award

What Happened

  • Todd C. Davis, a member of Pelthos Therapeutics Inc.'s board of directors, received awards of restricted stock units (RSUs) reported as grants (transaction code A). The filing lists three grant events: 12,900 RSUs (6/14/2024), 4,961 RSUs (11/13/2024), and 19,108 RSUs (7/2/2025), totaling 36,969 RSUs. Each RSU represents the right to one share of common stock; grants were issued at $0.00 (no cash paid).

Key Details

  • Transaction dates and amounts:
    • 2024-06-14: 12,900 RSUs (A) @ $0.00
    • 2024-11-13: 4,961 RSUs (A) @ $0.00
    • 2025-07-02: 19,108 RSUs (A) @ $0.00
  • Vesting: RSUs vest in equal quarterly installments over three years, provided continued service (footnote F2).
  • Settlement: RSUs may be settled solely in shares of Pelthos common stock; each RSU equals one share on settlement (footnote F1).
  • Reverse split: Reported amounts have been adjusted for a 1-for-10 reverse stock split effective July 1, 2025 (footnote F3).
  • Ownership after transaction: Not specified in this amended Form 4.
  • Filing status: This is an amended Form 4. The filer previously reported related RSU grants in Form 4 filings (June 18, 2024–July 7, 2025); this amendment moves the RSU reporting into Table I (footnote F1).
  • Related-party note: Mr. Davis is CEO and a director of Ligand Pharmaceuticals; by virtue of that role he may be deemed to beneficially own shares held by Ligand, though he disclaims such ownership except for any pecuniary interest (footnote F4).

Context

  • RSU awards are compensation and not an open-market buy or sell; they do not necessarily signal immediate bullish or bearish trading intent. They convert to actual shares only as they vest and are settled.
  • This filing is an amendment that clarifies how the previously reported RSUs are presented on the Form 4; it does not itself report an open-market trade.

Insider Transaction Report

Form 4/AAmended
Period: 2024-06-14
Davis Todd C
Director
Transactions
  • Award

    Common Stock

    [F1][F2][F3]
    2024-06-14+12,90015,817 total
  • Award

    Common Stock

    [F1][F2][F3]
    2024-11-13+4,96120,778 total
  • Award

    Common Stock

    [F1][F2]
    2025-07-02+19,10839,886 total
Holdings
  • Common Stock

    [F4]
    (indirect: By Ligand Pharmaceuticals Incorporated)
    1,500,000
Footnotes (4)
  • [F1]From June 18, 2024 to July 7, 2025, the reporting person filed multiple Form 4s relating to shares of common stock, par value $0.0001 per share ("Common Stock") of Pelthos Therapeutics Inc. (the "Issuer"), issuable upon settlement of restricted stock units of the Issuer ("RSUs") granted to the reporting person pursuant to the Issuer's 2023 Equity Incentive Plan, as amended from time to time (the "2023 Plan"), each of which represents the right to receive one (1) share of Common Stock, subject to the vesting terms of such RSUs, and may be settled solely in shares of Common Stock. The original grant of RSUs was reported in Table II of the Form 4s filed by the reporting person (the "Original Form 4s"). This Form 4 amendment (this "Amendment") is being filed to amend the Original Form 4s in order to report the grant of such RSUs in Table I.
  • [F2]The RSUs were received as compensation for the reporting person's service as a member of the Issuer's board of directors pursuant to the 2023 Plan. The RSUs vest in equal installments on a quarterly basis after the date of such grant for a period of three years, so long as the reporting person remains in the service of the Issuer on each such anniversary.
  • [F3]Amounts have been adjusted to reflect the 1-for-10 reverse stock split effected by the Issuer on July 1, 2025.
  • [F4]Todd Davis is the Chief Executive Officer and a member of the board of directors of Ligand Pharmaceuticals Incorporated ("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.
Signature
/s/ Francis Knuettel II, by power of attorney|2026-04-01

Documents

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