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Filing Details

Accession Number:: 0000947871-20-000078
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-02-04 17:27:31
Reporting Period:: 2020-02-03

Accepted Time:: 2020-02-04 17:27:31
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1787306	Arcutis Biotherapeutics Inc.	ARQT	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1171005	Jonathan Silverstein	C/O Arcutis Biotherapeutics, Inc. Suite 110 Westlake Village CA 91361		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2020-02-03	382,388	$17.00	382,388	No	4	P	Indirect	See Footnotes
Common Stock	Acquisiton	2020-02-03	176,500	$17.00	176,500	No	4	P	Indirect	See Footnotes
Common Stock	Acquisiton	2020-02-04	2,825,603	$0.00	3,207,991	No	4	C	Indirect	See Footnotes
Common Stock	Acquisiton	2020-02-04	859,573	$0.00	4,067,564	No	4	C	Indirect	See Footnotes
Common Stock	Acquisiton	2020-02-04	429,786	$0.00	606,286	No	4	C	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series B Preferred Stock	Disposition	2020-02-04	2,825,603	$0.00	2,825,603	$0.00
Common Stock	Series C Preferred Stock	Disposition	2020-02-04	859,573	$0.00	859,573	$0.00
Common Stock	Series C Preferred Stock	Disposition	2020-02-04	429,786	$0.00	429,786	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

These shares of the Issuer's common stock ("Shares") were purchased in the Issuer's initial public offering.
The Shares are held of record by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("OrbiMed GP VII"), is the general partner of OPI VII and OrbiMed Advisors LLC is the managing member of OPI VII. OrbiMed GP VII and OrbiMed Advisors may be deemed to have voting and investment power over the securities held by OPI VII and may be deemed to have beneficial ownership over such securities. OrbiMed Captial LLC ("OrbiMed Capital") is a relying adviser of OrbiMed Advisors. OrbiMed Advisors and OrbiMed Capital exercise voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and the Reporting Person, each of whom disclaims beneficial ownership of the Shares held by OPI VII.
Each of OrbiMed GP VII, OrbiMed Capital, OrbiMed Advisors and the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report on Form 4 shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
The Shares are held of record by OrbiMed Partners Master Fund Limited ("OPMF"). OrbiMed Capital is the investment manager of OPMF and is a relying adviser of OrbiMed Advisors. OrbiMed Advisors and OrbiMed Capital exercise voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and the Reporting Person, each of whom disclaims beneficial ownership of the Shares held by OPMF.
The Series B Preferred Stock automatically converted into shares of the Issuer's common stock on a one-for-one basis immediately upon the closing of the Issuer's initial public offering and had no expiration date.
The Series C Preferred Stock automatically converted into shares of the Issuer's common stock on a one-for-one immediately upon the closing of the Issuer's initial public offering and had no expiration date.