Welcome to our dedicated page for Journey Medical SEC filings (Ticker: DERM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Journey Medical (NASDAQ:DERM) filed an 8-K detailing the June 24, 2025 annual meeting results and a Fourth Amended & Restated Certificate of Incorporation. Stockholders owning 85.0% of voting power approved three items:
- Election of six directors for one-year terms
- Ratification of KPMG LLP as 2025 auditor (32,468,451 for; 10,433 against)
- Adoption of the amended charter, which now exculpates corporate officers from certain personal liability
Total votes for the charter change were 25,373,988 for and 798,994 against, with 10,387 abstentions and 6,319,771 broker non-votes. The filing is effective upon Delaware acceptance and is furnished as Exhibit 3.1.
Journey Medical Corporation (NASDAQ: DERM) filed an 8-K reporting its forthcoming inclusion in the Russell 2000 and Russell 3000 indices, effective after the U.S. market close on June 27 2025. The change follows FTSE Russell’s annual reconstitution and does not involve any new financial results or transactions. Index inclusion typically increases stock visibility and can lead to incremental demand from passive funds benchmarked to the Russell family. The company attached the related press release as Exhibit 99.1; no other operational or financial updates were disclosed.
Form 4 filing highlights
Journey Medical Corp. (DERM) filed a Form 4 indicating that Chief Operating Officer Ramsey Alloush received two equity awards on 17 June 2025 under the company’s 2015 Stock Plan.
Awards granted
- 46,863 restricted stock units (RSUs) acquired at $0 cost.
- 62,795 stock options with a $6.31 exercise price, expiring 17 June 2035.
Vesting schedule
- RSUs: 15,621 shares vest on 1 Jan 2026; 15,621 on 1 Jan 2027; 15,621 on 1 Jan 2028.
- Options: 20,932 shares vest on 1 Jan 2026; 20,932 on 1 Jan 2027; 20,931 on 1 Jan 2028.
Post-grant, Alloush directly owns 551,680 common shares (including unvested RSUs). Transaction code “A” confirms the awards were grants, not open-market trades.
Investor takeaways
The disclosure represents routine executive compensation designed to align management with shareholders. While there is no immediate cash outlay or share purchase, up to 109,658 additional shares could enter the float over the next three years as the RSUs settle and options are exercised, causing minor dilution. Overall, the filing is informational and does not signal a change in the company’s operating or financial outlook.
Journey Medical Corp CFO Joseph Benesch reported significant equity compensation grants on June 17, 2025. The insider received two major awards:
- 28,907 Restricted Stock Units (RSUs) vesting in three equal annual installments from January 2026 to January 2028
- 41,860 Stock Options with a strike price of $6.31, vesting similarly over three years and expiring June 17, 2035
Following these transactions, Benesch now beneficially owns 232,464 shares directly, including various restricted stock units. These equity grants appear to be part of the company's executive compensation program under their 2015 Stock Plan. The awards' three-year vesting schedule suggests a long-term retention strategy for the CFO position.
Journey Medical Corp reported significant insider activity as President & CEO Claude Maraoui received new equity compensation awards on June 17, 2025. The transactions include:
- 49,277 restricted stock units granted at $0, vesting in three equal annual installments from January 2026 to January 2028
- 82,915 stock options granted with a strike price of $6.31, also vesting over three years from January 2026 to January 2028
Following these transactions, Maraoui beneficially owns 2,397,590 shares directly, including previously granted restricted stock units. As both a Director and CEO, this equity compensation aligns with long-term shareholder interests through a three-year vesting schedule. The grants were made under the company's 2015 Stock Plan, demonstrating continued executive retention efforts.
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