Pelthos CEO granted 83,678 RSUs in Form 4/A

Plesha Scott M. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Plesha Scott M. reported acquisition or exercise transactions in this Form 4 filing.

Pelthos Therapeutics Inc. CEO and President Scott M. Plesha reported an equity compensation grant tied to restricted stock units. The Form 4 amendment shows an award of 83,678 shares of Common Stock, issuable upon settlement of RSUs granted under the company’s 2023 Equity Incentive Plan.

Each RSU represents one share of Common Stock and may be settled only in shares, subject to vesting. One-third of the RSUs vest on July 2, 2026, with the remaining balance vesting in equal quarterly installments over the following two years, contingent on continued service. Following this grant, Plesha holds 83,678 shares directly.

This filing amends a prior Form 4 by reclassifying the original RSU grant from the derivatives table to the non-derivative common stock table, clarifying how the award is reported rather than changing the underlying compensation terms.

Insider Trade Summary

Grant/Award: 83,678 shares

Grant/Award 1 txn

Insider Plesha Scott M.

Role CEO and President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	83,678	$0.00	$0.00

Holdings After Transaction: Common Stock — 83,678 shares (Direct)

Footnotes (2)

1. F1. Represents shares of common stock, par value $0.0001 per share ("Common Stock") of Pelthos Therapeutics Inc. (the "Issuer"), issuable upon settlement of restricted stock units of the Issuer ("RSUs") granted to the reporting person pursuant to the Issuer's 2023 Equity Incentive Plan, as amended from time to time (the "2023 Plan"), each of which represents the right to receive one (1) share of Common Stock, subject to the vesting terms of such RSUs, and may be settled solely in shares of Common Stock. The original grant of RSUs was reported in Table II of the Form 4 filed by the reporting person (the "Original Form 4"). This Form 4 amendment (this "Amendment") is being filed to amend the Original Form 4 in order to report the grant of such RSUs in Table I.
2. F2. The RSUs were received as compensation for the reporting person's service as an officer of the Issuer pursuant to the 2023 Plan. The RSUs vest as follows: the initial one-third of such shares vests on July 2, 2026, and the remainder vesting in equal installments on a quarterly basis thereafter over a period of two years, so long as the reporting person remains in the service of the Issuer on each such anniversary.

Key Figures

RSU-related shares: 83,678 shares Price per share for grant: $0.00 per share Shares held after transaction: 83,678 shares +2 more

5 metrics

RSU-related shares 83,678 shares Common Stock issuable upon settlement of RSUs

Price per share for grant $0.00 per share Equity compensation grant, non-cash award

Shares held after transaction 83,678 shares Total Common Stock held directly after Form 4/A transaction

Initial vesting date July 2, 2026 One-third of RSUs vest on this date

Remaining vesting period 2 years Balance vests in equal quarterly installments after initial vesting

Key Terms

restricted stock units, 2023 Equity Incentive Plan, vesting, Form 4 amendment, +1 more

5 terms

restricted stock units financial

"issuable upon settlement of restricted stock units of the Issuer ("RSUs")"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2023 Equity Incentive Plan financial

"RSUs granted to the reporting person pursuant to the Issuer's 2023 Equity Incentive Plan"

vesting financial

"subject to the vesting terms of such RSUs, and may be settled solely in shares"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 amendment regulatory

"This Form 4 amendment (this "Amendment") is being filed to amend the Original Form 4"

non-derivative financial

"report the grant of such RSUs in Table I"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Pelthos Therapeutics (PTHS) report for CEO Scott M. Plesha?

Pelthos Therapeutics reported that CEO Scott M. Plesha received an equity grant tied to 83,678 restricted stock units. These RSUs convert into common shares upon vesting under the 2023 Equity Incentive Plan, reflecting routine compensation rather than an open-market stock purchase or sale.

How many Pelthos Therapeutics (PTHS) shares are involved in the latest Form 4/A?

The amended Form 4 shows an award related to 83,678 shares of Pelthos Therapeutics common stock. These shares are issuable upon settlement of RSUs, with each unit representing one share to be delivered over time as vesting conditions tied to continued service are met.

What are the vesting terms of Scott M. Plesha’s RSUs at Pelthos Therapeutics (PTHS)?

The RSUs granted to Scott M. Plesha vest over a multi-year schedule. One-third of the award vests on July 2, 2026, with the remaining units vesting in equal quarterly installments over the following two years, provided he continues serving the company throughout that period.

Why did Pelthos Therapeutics (PTHS) file a Form 4/A amendment for this RSU grant?

The company filed a Form 4/A to correct how the RSU grant was reported. The original filing listed the award in the derivatives table, and the amendment moves the same RSU grant into the non-derivative common stock table, improving clarity without changing compensation terms.

How many Pelthos Therapeutics (PTHS) shares does Scott M. Plesha hold after this RSU-related transaction?

After the reported RSU-related transaction, Scott M. Plesha is shown holding 83,678 shares of Pelthos Therapeutics common stock directly. This figure reflects the position reported in the amended Form 4 and ties to the RSUs that convert into shares as vesting occurs.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/01/2026 - 05:44 PM Learn about SEC filing dates

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^*

Plesha Scott M.

(Last) (First) (Middle)

C/O PELTHOS THERAPEUTICS INC.

4020 STIRRUP CREEK DRIVE, SUITE 110

(Street)

DURHAM NORTH CAROLINA 27703

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Pelthos Therapeutics Inc. [ PTHS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
07/23/2025

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(1)	07/02/2025		A		83,678(2)	A	$0(2)	83,678	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. Represents shares of common stock, par value $0.0001 per share ("Common Stock") of Pelthos Therapeutics Inc. (the "Issuer"), issuable upon settlement of restricted stock units of the Issuer ("RSUs") granted to the reporting person pursuant to the Issuer's 2023 Equity Incentive Plan, as amended from time to time (the "2023 Plan"), each of which represents the right to receive one (1) share of Common Stock, subject to the vesting terms of such RSUs, and may be settled solely in shares of Common Stock. The original grant of RSUs was reported in Table II of the Form 4 filed by the reporting person (the "Original Form 4"). This Form 4 amendment (this "Amendment") is being filed to amend the Original Form 4 in order to report the grant of such RSUs in Table I.

2. The RSUs were received as compensation for the reporting person's service as an officer of the Issuer pursuant to the 2023 Plan. The RSUs vest as follows: the initial one-third of such shares vests on July 2, 2026, and the remainder vesting in equal installments on a quarterly basis thereafter over a period of two years, so long as the reporting person remains in the service of the Issuer on each such anniversary.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Francis Knuettel II, by power of attorney	04/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)