STOCK TITAN

Director John W. Childs ups Veradermics (MANE) holdings via IPO conversions, buy

Filing Impact
(Very High)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Veradermics, Inc. director John W. Childs reported multiple equity transactions tied to the company’s initial public offering. On February 5, 2026, entities associated with him converted Series A, B and C convertible preferred stock into Veradermics common shares on a 10.067-for-1 basis, resulting in 480,269, 906,862 and 520,758 common shares, respectively, all held indirectly through J.W. Childs Associates (FL), L.P. The same day, that entity also made an indirect open-market purchase of 294,117 common shares at $17 per share, bringing total indirect common stock holdings to 2,202,006 shares. Separately, on February 3, 2026, Childs received a direct stock option grant for 51,525 shares at a $17 exercise price, which becomes fully vested and exercisable on February 3, 2027.

Positive

  • None.

Negative

  • None.

Insights

IPO-driven preferred conversions and a modest insider purchase look routine and not thesis-changing.

The disclosure shows preferred shares tied to Veradermics converting automatically into common stock on a 10.067-for-1 basis immediately before the initial public offering. These are structural capitalization changes typical of an IPO, not new cash inflows to the company.

Indirect holdings through J.W. Childs Associates (FL), L.P. rose via both conversion and a 294,117-share open-market buy at $17, taking indirect common ownership to 2,202,006 shares. A 51,525-share stock option grant, vesting on February 3, 2027, adds standard director equity incentives without indicating a shift in business outlook.

Insider CHILDS JOHN W
Role Director
Bought 294,117 shs ($5.00M)
Type Security Shares Price Value
Conversion Series A Convertible Preferred Stock 480,269 $0.00 --
Conversion Series B Convertible Preferred Stock 906,862 $0.00 --
Conversion Series C Convertible Preferred Stock 520,758 $0.00 --
Conversion Common Stock 480,269 $0.00 --
Conversion Common Stock 906,862 $0.00 --
Conversion Common Stock 520,758 $0.00 --
Purchase Common Stock 294,117 $17.00 $5.00M
Grant/Award Stock Option (Right to Buy) 51,525 $0.00 --
Holdings After Transaction: Series A Convertible Preferred Stock — 0 shares (Indirect, See Footnote); Series B Convertible Preferred Stock — 0 shares (Indirect, See Footnote); Series C Convertible Preferred Stock — 0 shares (Indirect, See Footnote); Common Stock — 480,269 shares (Indirect, See Footnote); Stock Option (Right to Buy) — 51,525 shares (Direct)
Footnotes (1)
  1. On February 5, 2026, the shares of Series A Convertible Preferred Stock automatically converted into shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock"), on a 10.067-for-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date. Shares held by J.W. Childs Associates (FL), L.P. John W. Childs 2013 Revocable Trust is the sole owner of J.W. Childs Associates (FL), L.P. The Reporting Person, a member of the board of directors of the Issuer, is Trustee of John W. Childs 2013 Revocable Trust and may be deemed to hold voting and dispositive power with respect to these securities. On February 5, 2026, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a on a 10.067-for-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date. On February 5, 2026, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a on a 10.067-for-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date. This option shall be fully vested and exercisable on February 3, 2027, the first anniversary of the vesting commencement date.
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
Estimated average burden
hours per response: 0.5
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*
CHILDS JOHN W

(Last) (First) (Middle)
C/O VERADERMICS, INCORPORATED
470 JAMES ST.

(Street)
NEW HAVEN CT 06513

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Veradermics, Inc [ MANE ]
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)
02/03/2026
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 02/05/2026 C(1) 480,269 A (1) 480,269 I See Footnote(2)
Common Stock 02/05/2026 C(3) 906,862 A (3) 1,387,131 I See Footnote(2)
Common Stock 02/05/2026 C(4) 520,758 A (4) 1,907,889 I See Footnote(2)
Common Stock 02/05/2026 P 294,117 A $17 2,202,006 I See Footnote(2)
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
Series A Convertible Preferred Stock (1) 02/05/2026 C 480,269 (1) (1) Common Stock 480,269 (1) 0 I See Footnote(2)
Series B Convertible Preferred Stock (3) 02/05/2026 C 906,862 (3) (3) Common Stock 906,862 (3) 0 I See Footnote(2)
Series C Convertible Preferred Stock (4) 02/05/2026 C 520,758 (4) (4) Common Stock 520,758 (4) 0 I See Footnote(2)
Stock Option (Right to Buy) $17 02/03/2026 A 51,525 (5) 02/03/2036 Common Stock 51,525 $0 51,525 D
Explanation of Responses:
1. On February 5, 2026, the shares of Series A Convertible Preferred Stock automatically converted into shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock"), on a 10.067-for-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date.
2. Shares held by J.W. Childs Associates (FL), L.P. John W. Childs 2013 Revocable Trust is the sole owner of J.W. Childs Associates (FL), L.P. The Reporting Person, a member of the board of directors of the Issuer, is Trustee of John W. Childs 2013 Revocable Trust and may be deemed to hold voting and dispositive power with respect to these securities.
3. On February 5, 2026, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a on a 10.067-for-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date.
4. On February 5, 2026, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a on a 10.067-for-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date.
5. This option shall be fully vested and exercisable on February 3, 2027, the first anniversary of the vesting commencement date.
Remarks:
/s/ Michael Greco, Attorney-in-Fact 02/05/2026
** 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

What insider transactions did Veradermics (MANE) report for John W. Childs?

The filing reports automatic conversion of Series A, B, and C preferred stock into Veradermics common shares, an indirect open-market purchase of 294,117 common shares at $17, and a direct stock option grant for 51,525 shares exercisable at $17.

How many Veradermics (MANE) common shares are indirectly held after these transactions?

After the reported conversions and purchase, entities associated with John W. Childs indirectly hold 2,202,006 Veradermics common shares. This total reflects 480,269, 906,862, and 520,758 shares from preferred conversions plus 294,117 shares bought at $17 per share.

What were the details of the Veradermics (MANE) preferred stock conversions?

On February 5, 2026, Veradermics Series A, B, and C convertible preferred stock automatically converted into common stock at a 10.067-for-1 ratio. This produced 480,269, 906,862, and 520,758 common shares, respectively, immediately before the closing of Veradermics’ initial public offering.

What open-market purchase of Veradermics (MANE) stock was disclosed?

An entity associated with director John W. Childs made an indirect open-market purchase of 294,117 Veradermics common shares at $17 per share. This transaction occurred on February 5, 2026 and increased the entity’s total indirect common stock holdings to 2,202,006 shares.

What stock option grant did John W. Childs receive from Veradermics (MANE)?

On February 3, 2026, John W. Childs received a direct stock option for 51,525 Veradermics common shares at a $17 exercise price. The option becomes fully vested and exercisable on February 3, 2027, one year after the vesting commencement date noted in the disclosure.

How are John W. Childs’ Veradermics (MANE) shares held according to the filing?

Most Veradermics common shares are held indirectly through J.W. Childs Associates (FL), L.P., which is owned by the John W. Childs 2013 Revocable Trust. As trustee, Childs may be deemed to have voting and dispositive power over these securities, according to the filing’s footnote.