Aclaris Therapeutics (ACRS) Form 3 Aclaris Therapeutics / Brett Fair ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Fair Brett

(Last) (First) (Middle)

C/O ACLARIS THERAPEUTICS, INC.

640 LEE ROAD, SUITE 200

(Street)

WAYNE PA 19087

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/13/2018

3. Issuer Name and Ticker or Trading Symbol
Aclaris Therapeutics, Inc. [ ACRS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Commercial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,141	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	(1)	12/17/2025	Common Stock	35,000	28.68	D
Employee Stock Option (right to buy)	(1)	12/14/2026	Common Stock	48,600	28.92	D
Employee Stock Option (right to buy)	(1)	01/31/2028	Common Stock	54,000	22.09	D
Restricted Stock Units	(2)	(2)	Common Stock	3,500	(3)	D
Restricted Stock Units	(4)	(4)	Common Stock	7,088	(3)	D
Restricted Stock Units	(5)	(5)	Common Stock	15,500	(3)	D

Explanation of Responses:

1. The option will vest over a period of four years, with 25% of the shares underlying the option vesting on the first, second, third and fourth anniversaries of the date of grant. The expiration date of this option reported in the table is the day before the tenth anniversary of the grant date of the option.

2. The shares underlying these restricted stock units vest in two equal annual installments on December 18, 2018 and December 18, 2019, subject to the reporting person's continuous service with the issuer as of the applicable vesting date.

3. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer.

4. 3,488 of the shares underlying these restricted stock units will vest in three equal annual installments beginning on December 15, 2018 and the other 4,500 of the shares underlying these restricted stock units will vest upon the achievement of a specified commercial milestone, subject to the reporting person's continuous service with the issuer as of the applicable vesting date.

5. The shares underlying these restricted stock units vest in four equal annual installments beginning on February 1, 2019, subject to the reporting person's continuous service with the issuer as of the applicable vesting date.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Brian F. Leaf, attorney-in-fact	04/17/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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