Journey Medical (DERM) CEO Converts 1.25M Options, Corrects Ownership Error

Rhea-AI Filing Summary

Journey Medical Corp (DERM) insider filing: The reporting person, Claude Maraoui (President & CEO and Director), exercised 1,250,000 stock options dated October 19, 2015, with an exercise price of $0.065 on 08/25/2025, acquiring 1,250,000 common shares. The Form 4 also reports a disposition of 10,877 shares at $7.47 on the same date. The filing corrects a prior administrative error in previously reported beneficial ownership and shows a post-transaction direct beneficial ownership balance of 2,386,713 shares.

Positive

• Exercise of 1,250,000 options at a $0.065 strike, converting options to common stock and increasing direct beneficial ownership
• Correction of prior reporting error (previous Form 4 overstated beneficial ownership and was corrected)

Negative

• Disposition of 10,877 shares reported at a sale price of $7.47, reducing direct holdings
• Options were exercised within 60 days of expiration, indicating nearing lapse date (expiration October 19, 2025)

Insights

Corporate Governance Expert

TL;DR: CEO exercised long-dated options near expiry and sold a small block of shares; prior reporting balance was corrected.

The filing documents an exercise of 1,250,000 options granted in 2015 at $0.065 that vesting schedule completed and expire October 19, 2025. The exercise increases the reporting person's direct share count and corrects an earlier overstatement of beneficial ownership from a Form 4 filed June 20, 2025. The simultaneous reported sale of 10,877 shares at $7.47 is a separate disposition reducing direct holdings by that amount. All transactions are reported as direct holdings.

Securities/Compensation Analyst

TL;DR: Manager exercised in-the-money options and registered a small sale; options were exercised within 60 days of expiry.

The stock options exercised were deep in the money relative to the $0.065 strike given the reported sale price of $7.47 for a separate disposition, and the filing notes the exercise occurred within 60 days before option expiration. The exercise converts option leverage into common stock, increasing direct beneficial ownership to 2,386,713 shares after correcting a prior reporting error. The transaction follows the original 2015 vesting schedule disclosed in the explanation.

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^*

Maraoui Claude

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		M		1,250,000	A	$0.065	2,397,590(1)	D
Common Stock, $0.0001 par value	08/25/2025		F		10,877	D	$7.47	2,386,713	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)	$0.065	08/25/2025		M			1,250,000	(2)	10/19/2025	Common Stock, $0.0001 par value	1,250,000	$0	0	D

Explanation of Responses:

1. Due to administrative error, the number of non-derivative securities beneficially owned by the reporting person was incorrectly reported as 2,397,590 instead of 1,147,590 on a Form 4 filed on June 20, 2025. This column reflects the corrected balance, as effected by the transactions reported on this Form 4.

2. On October 19, 2015, the reporting person was granted 1,250,000 stock options pursuant to the Issuer's 2015 Stock Plan, as amended, that vested in accordance with the following schedule: 412,500 shares on January 7, 2016, 250,000 shares on September 22, 2016, 337,500 shares on January 7, 2017 and 250,000 shares on September 22, 2017. The 1,250,000 stock options are due to expire on October 19, 2025. Accordingly, the reporting person is exercising the stock options within the 60 days prior to the expiration date.

	/s/ Ramsey Alloush, attorney-in-fact	08/26/2025
	** 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.
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FAQ

What transactions did Claude Maraoui report on the Form 4 for DERM?

The Form 4 reports an exercise of 1,250,000 stock options at $0.065 on 08/25/2025 and a disposition of 10,877 common shares at $7.47 on 08/25/2025.

How many shares does the reporting person beneficially own after these transactions?

The filing reports a post-transaction direct beneficial ownership balance of 2,386,713 common shares.

Why was there a correction in this Form 4 filing?

The filing explains an administrative error on a Form 4 filed June 20, 2025 incorrectly reported beneficial ownership as 2,397,590 instead of 1,147,590; this Form 4 reflects the corrected balance after the reported transactions.

When do the exercised options expire?

The exercised options were granted October 19, 2015 and are set to expire on October 19, 2025.

What roles does Claude Maraoui hold at Journey Medical Corp (DERM)?

The filer is reported as President & CEO and a Director of Journey Medical Corp.