Arcutis (NASDAQ: ARQT) officer logs tax RSU sales and major equity grants

Rhea-AI Filing Summary

Arcutis Biotherapeutics insider equity activity mixes sales and new awards. Officer Patrick Burnett sold 6,106 and 181 shares of common stock on March 2, 2026 at weighted average prices of $25.1604 and $25.9140. A footnote explains these sales were made to cover tax withholding obligations from vesting restricted stock units, rather than discretionary open‑market selling.

Burnett also received equity compensation on February 27, 2026, including a stock option grant for 77,000 shares and a 30,000‑share restricted stock unit award, both with no cash exercise or purchase price at grant. Another entry reflects 16,750 RSUs tied to an earlier performance grant whose milestone was certified on August 18, 2022. A separate footnote notes a prior reporting error that understated his beneficial ownership by 18 to 36 shares, now corrected.

Insights

Equity compensation and governance analyst

Activity reflects routine equity compensation grants and tax-withholding sales.

The transactions show Patrick Burnett receiving sizable equity awards from Arcutis Biotherapeutics and selling a smaller number of shares. On February 27, 2026, he was granted a stock option for 77,000 shares and 30,000 restricted stock units with no cash paid at grant.

The Form 4 indicates that 6,106 and 181 shares were sold on March 2, 2026 at weighted average prices of $25.1604 and $25.9140. A footnote states these sales were solely to cover tax withholding from RSU vesting, which is typically more mechanical than discretionary portfolio selling.

Additional footnotes explain vesting schedules for the new option and RSUs, and clarify that a prior reporting error understated beneficial ownership by 18 to 36 shares. These details suggest administrative clean-up and standard compensation practices rather than a directional signal, so the overall impact on the investment case appears neutral.

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

OMB APPROVAL

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

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Burnett Patrick

(Last) (First) (Middle)

C/O ARCUTIS BIOTHERAPEUTICS, INC.

3027 TOWNSGATE ROAD, SUITE 300

(Street)

WESTLAKE VILLAGE CA 91361

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2022

4. 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 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	08/18/2022		A(1)		16,750	A	$0	97,401(2)	D
Common Stock	02/27/2026		A(3)		30,000	A	$0	127,401	D
Common Stock	03/02/2026		S(4)		6,106	D	$25.1604(5)	121,295	D
Common Stock	03/02/2026		S(4)		181	D	$25.914(6)	121,150(7)	D

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
Stock Option (right to buy)	$26.97	02/27/2026		A		77,000		(8)	02/27/2036	Common Stock	77,000	$0	77,000	D

Explanation of Responses:

1. On August 8, 2020, the Reporting Person was granted performance-based Restricted Stock Units ("RSUs") subject to a milestone condition. The Compensation Committee of the Issuer certified the achievement of the milestone and commencement of vesting on August 18, 2022. The remaining RSUs vested in three substantially equal annual installments, such that the RSUs fully vested on August 18, 2025.

2. Reflects holdings following the August 18, 2022 transaction reported herein.

3. Constitute RSUs for which the Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon vesting, in which 25% of the RSUs vest annually on March 1, (the "Vesting Commencement Date"), of each year beginning March 1, 2027, subject to the Reporting Person's continued service to the Issuer.

4. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs.

5. The price reported in Column 4 is a weighted average sale price. The shares were sold in multiple transactions at prices ranging from $24.69 to $25.67, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

6. The price reported in Column 4 is a weighted average sale price. The shares were sold in multiple transactions at prices ranging from $25.71 to $26.70, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

7. Due to a scrivener's error on the Reporting Person's Form 4s filed since November 5, 2025, the number of shares of common stock beneficially owned by the Reporting Person reflected a discrepancy that inadvertently understated the Reporting Person's ownership by a range of 18 to 36 shares. The corrected number of shares beneficially owned is reflected in this Form 4.

8. 1/48th of the shares subject to the option vest on each monthly anniversary measured from March 1, 2026 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service to the Issuer.

Remarks:

Reporting Person's title: EVP, Chief Medical Officer

	/s/ Latha Vairavan, as Attorney-in-Fact for Patrick Burnett	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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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FAQ

What insider transactions did Patrick Burnett report for Arcutis Biotherapeutics (ARQT)?

Patrick Burnett reported selling 6,106 and 181 Arcutis common shares on March 2, 2026, and receiving a 77,000-share stock option plus 30,000 restricted stock units on February 27, 2026. The filing also references an earlier 16,750-RSU performance-based grant from August 2022.

Were Patrick Burnett’s ARQT share sales discretionary or for tax withholding?

The filing specifies Burnett’s March 2, 2026 sales were to cover tax withholding obligations from vesting restricted stock units. A footnote explains the transactions represented shares sold to satisfy tax requirements, rather than optional open-market sales intended to reduce his Arcutis Biotherapeutics holdings.

What new equity awards did Patrick Burnett receive from Arcutis Biotherapeutics?

Burnett received a stock option covering 77,000 Arcutis shares and a 30,000-share restricted stock unit award on February 27, 2026. The option vests monthly over four years starting March 1, 2026, while the RSUs vest 25% annually beginning March 1, 2027, subject to continued service.

How many ARQT shares did Patrick Burnett hold after the reported sales?

After the March 2, 2026 transactions, Burnett held 121,295 and then 121,150 Arcutis common shares directly, as shown in the Form 4 tables. A separate footnote notes a prior reporting error understated his beneficial ownership by 18 to 36 shares, now corrected in this filing.

What does the Form 4 say about past RSU performance milestones for ARQT?

The Form 4 notes a performance-based RSU grant from August 8, 2020, tied to a milestone certified on August 18, 2022. Those RSUs vested in three substantially equal annual installments, fully vesting on August 18, 2025, reflecting long-term incentive alignment with Arcutis Biotherapeutics’ performance goals.

Did the Form 4 for ARQT correct any previous reporting errors?

Yes. A footnote explains previous Forms 4 since November 5, 2025 understated Burnett’s beneficial ownership by 18 to 36 shares due to a scrivener’s error. The corrected number of Arcutis common shares beneficially owned is presented in the current Form 4 disclosure.