Statement of Changes in Beneficial Ownership (4)
November 14 2022 - 04:52PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * LINK WILLIAM J
PHD |
2. Issuer Name and Ticker or Trading
Symbol Tarsus Pharmaceuticals, Inc. [ TARS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
C/O TARSUS PHARMACEUTICALS, INC., 15440 LAGUNA CANYON ROAD,
SUITE 160 |
3. Date of Earliest Transaction (MM/DD/YYYY)
11/10/2022
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(Street)
IRVINE, CA 92618
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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 Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
11/10/2022 |
|
J(1) |
|
215575 |
D |
$0.00 |
431151 |
I |
By Flying L Investments XI, LLC (2) |
Common Stock |
11/10/2022 |
|
J(3) |
|
8382 |
A |
$0.00 |
16479 |
I |
By Flying L Partners XI, LLC (4) |
Common Stock |
|
|
|
|
|
|
|
134632 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
Explanation of
Responses: |
(1) |
Represents an in-kind
pro-rata distribution, and not a purchase or sale, without
additional consideration by Flying L Investments XI, LLC to its
partners pursuant to a 10b5-1 plan entered into by Flying L
Investments XI, LLC. |
(2) |
The shares are held directly
held by Flying L Investments XI, LLC. The Reporting Person is the
manager of Flying L Investments XI, LLC and may be deemed to have
sole voting and investment power over the shares. The Reporting
Person disclaims beneficial ownership of the shares except to the
extent of any pecuniary interest therein. |
(3) |
Represents the receipt of
shares from a pro-rata in-kind distribution and not a purchase or
sale, without additional consideration by Flying L Investments XI,
LLC to its partners. |
(4) |
The shares are held directly
held by Flying L Partners XI, LLC. The Reporting Person is the
manager of Flying L Partners XI, LLC and may be deemed to have sole
voting and investment power over the shares. The Reporting Person
disclaims beneficial ownership of the shares except to the extent
of any pecuniary interest therein. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
LINK WILLIAM J PHD
C/O TARSUS PHARMACEUTICALS, INC.
15440 LAGUNA CANYON ROAD, SUITE 160
IRVINE, CA 92618 |
X |
|
|
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Signatures
|
/s/ Leonard M. Greenstein,
Attorney-in-Fact |
|
11/14/2022 |
**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 4(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. |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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