[Form 4] Journey Medical Corporation Insider Trading Activity

Rhea-AI Filing Summary

Journey Medical Corporation (DERM) filed a Form 4 reporting that director Miranda Jayne Toledano received an equity award on 25 June 2025.

• Grant: 7,173 restricted stock units (RSUs) under the 2015 Stock Plan at a grant price of $0.
• Vesting: The RSUs will vest in full on 25 June 2026.
• Post-grant ownership: Toledano now beneficially owns 88,618 Journey Medical common shares, including unvested RSUs, all held directly.

No shares were sold or otherwise disposed of, and no derivative securities were involved. The filing, signed by attorney-in-fact Ramsey Alloush on 07 July 2025, represents a routine director compensation event rather than an open-market transaction.

Insights

Securities Analyst

TL;DR: Routine RSU grant; minimal direct market impact or valuation signal.

This Form 4 records a standard annual equity award to a non-employee director. The 7,173-share grant increases insider ownership only modestly and involves no cash purchase or sale, so it neither indicates insider buying conviction nor signals liquidity pressure. It does, however, marginally align the director’s incentives with shareholders via a one-year vesting schedule. Given the company’s micro-cap status, the absolute share amount is unlikely to be material to float or daily trading volume. Overall, the disclosure is neutral from a valuation or governance risk standpoint.

Corporate Governance Expert

TL;DR: Standard director equity compensation, positive for alignment, but not materially significant.

The RSU grant follows common governance practice—annual equity to outside directors—supporting long-term alignment without immediate dilution (vests in 12 months). No red flags appear: the grant date matches board schedules, and it was reported within SEC deadlines. The single-year cliff vesting encourages short-term retention but may be shorter than emerging best practice of multi-year vesting; still, it is acceptable. Impact on shareholder value is negligible, so the event is classified as not impactful.

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

OMB Number:			3235-0287
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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).

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^*

Toledano Miranda Jayne

(Last) (First) (Middle)

C/O JOURNEY MEDICAL CORPORATION

9237 E VIA DE VENTURA BLVD., SUITE 105

(Street)

SCOTTSDALE AZ 85258

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

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, $0.0001 par value	06/25/2025		A		7,173(1)	A	$0	88,618(2)	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

Explanation of Responses:

1. On June 25, 2025, the reporting person was granted 7,173 restricted stock units pursuant to the Issuer's 2015 Stock Plan, as amended, which will vest in full on June 25, 2026.

2. Includes restricted stock units, which vest over various time periods.

	/s/ Ramsey Alloush, attorney-in-fact	07/07/2025
	** 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 Number.

FAQ

How many Journey Medical (DERM) shares did director Miranda Jayne Toledano receive?

She was granted 7,173 restricted stock units on 25 June 2025.

When will the RSUs granted to DERM director vest?

The award will vest in full on 25 June 2026.

What is Toledano’s total beneficial ownership after the grant?

After the transaction she beneficially owns 88,618 shares of DERM common stock.

Did the Form 4 involve any share sales or cash purchases?

No. It was a zero-cost equity grant; no shares were sold or bought on the market.

What role does Miranda Jayne Toledano hold at Journey Medical?

She serves as a Director of Journey Medical Corporation.