Arcutis Biotherapeutics (ARQT) Form 4 Arcutis Biotherapeutics / James N Topper ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Frazier Life Sciences VIII, L.P.

(Last) (First) (Middle)

70 WILLOW ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Arcutis Biotherapeutics, Inc. [ ARQT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/24/2023

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/24/2023		P		80,000	A	$2.5	8,764,232	D
Common Stock								7	I	FHM Life Sciences VIII, L.L.C.(1)
Common Stock								11,266	I	By Topper Group II LLC(2)
Common Stock								19,381	I	By Topper Family Revocable Trust(3)
Common Stock								23,688	I	By The Heron Living Trust 11/30/2004(4)
Common Stock								8,687(5)	I	By Patrick J. Heron

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Frazier Life Sciences VIII, L.P.

(Last) (First) (Middle)

70 WILLOW ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FHM LIFE SCIENCES VIII, L.P.

(Last) (First) (Middle)

70 WILLOW ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FHM LIFE SCIENCES VIII, L.L.C.

(Last) (First) (Middle)

70 WILLOW ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Topper James N

(Last) (First) (Middle)

70 WILLOW ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Heron Patrick J

(Last) (First) (Middle)

70 WILLOW ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Represents shares held of record by FHM Life Sciences VIII, L.L.C. Dr. Topper and Mr. Heron are the sole managing members of FHM Life Sciences VIII, L.L.C. and share voting and investment power of the securities held by FHM Life Sciences VIII, L.L.C. Dr. Topper and Mr. Heron disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

2. Dr. Topper is a manager of Topper Group II LLC and shares voting and investment power over the shares held by Topper Group II LLC.

3. Dr. Topper is a trustee of the Topper Family Revocable Trust and has voting and investment power over the shares held by Topper Family Revocable Trust.

4. Mr. Heron is the co-trustee of The Heron Living Trust 11/30/2004 and has voting and investment power of the securities held by The Heron Living Trust 11/30/2004.

5. Includes 4,375 Restricted Stock Units ("RSUs"). Mr. Heron is entitled to receive one (1) share of the Issuer's Common Stock for each one (1) RSU upon the vesting thereof.

Remarks:

	Frazier Life Sciences VIII, L.P., By: FHM Life Sciences VIII, L.P., its general partner, By: FHM Life Sciences VIII, L.L.C., its general, partner, By: /s/ Steve R. Bailey, Chief Financial Officer	10/26/2023
	FHM Life Sciences VIII, L.P., By: FHM Life Sciences VIII, L.L.C., its general, partner, By: /s/ Steve R. Bailey, Chief Financial Officer	10/26/2023
	FHM Life Sciences VIII, L.L.C., By: /s/ Steve R. Bailey, Chief Financial Officer	10/26/2023
	/s/ Steve R. Bailey, Attorney-in-Fact for James N. Topper	10/26/2023
	/s/ Steve R. Bailey, Attorney-in-Fact for Patrick J. Heron	10/26/2023
	** Signature of Reporting Person	Date
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