Joseph Benesch Form 3 Journey Medical / Joseph Benesch 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^*

Benesch Joseph

(Last) (First) (Middle)

C/O JOURNEY MEDICAL CORPORATION

9237 E VIA DE VENTURA BLVD., SUITE 105

(Street)

SCOTTSDALE AZ 85258

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/27/2023

3. Issuer Name and Ticker or Trading Symbol
Journey Medical Corp [ DERM ]

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

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

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	70,000(1)	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

Explanation of Responses:

1. Includes 70,000 unvested Restricted Stock Units ("RSUs") granted to Mr. Benesch pursuant to the Issuer's 2015 Equity Incentive Plan, as amended. 20,000 of the RSUs will vest in accordance with the following schedule: 6,666 shares on February 20, 2023, 6,667 shares on February 20, 2024 and 6,667 shares on February 20, 2025. 50,000 of the RSUs will vest in accordance with the following schedule: 12,500 shares on July 21, 2023, 12,500 shares on July 21, 2024, 12,500 shares on July 21, 2025, and 12,500 shares on July 21, 2026.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Ramsey Alloush, attorney-in-fact	01/31/2023
	** 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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