Pelthos Therapeutics (PTHS) director sells 797 shares under Rule 10b5-1 plan

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Pelthos Therapeutics Inc. director Peter Greenleaf reported selling a total of 797 shares of Common Stock in two open-market transactions on April 2, 2026. He sold 420 shares at a weighted average price of $20.5151 and 377 shares at $21.3614. According to the disclosure, these sales were made under a pre-arranged Rule 10b5-1 plan adopted on December 16, 2025, to help cover estimated tax obligations tied to vesting restricted stock units. After the transactions, Greenleaf directly holds 24,681 shares of Pelthos Therapeutics common stock.

Insider Trade Summary 10b5-1

Net Seller: 797 shares ($16,670)

Net Sell 2 txns

Insider Greenleaf Peter

Role Director

Sold 797 shs ($17K)

Type	Security	Shares	Price	Value
Sale	Common Stock	420	$20.5151	$9K
Sale	Common Stock	377	$21.3614	$8K

Holdings After Transaction: Common Stock — 25,058 shares (Direct)

Footnotes (1)

This transaction reflects the sale of shares, made pursuant to a Rule 10b5-1 plan adopted December 16, 2025, for the purpose of satisfying estimated tax obligations in connection with the vesting of restricted stock units granted by the Issuer. This transaction was executed in multiple trades at prices ranging from $20.30 to $20.78. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $21.31 to $22.03. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Key Figures

Shares sold (total): 797 shares First sale size: 420 shares Second sale size: 377 shares +4 more

7 metrics

Shares sold (total) 797 shares Net open-market sales on April 2, 2026

First sale size 420 shares Common Stock sold at $20.5151 per share

Second sale size 377 shares Common Stock sold at $21.3614 per share

First sale price $20.5151/share Weighted average price for 420-share sale on April 2, 2026

Second sale price $21.3614/share Weighted average price for 377-share sale on April 2, 2026

Shares held after 24,681 shares Common Stock directly owned following the second sale

Rule 10b5-1 plan adoption date December 16, 2025 Plan governing sales to cover tax obligations from RSU vesting

Key Terms

Rule 10b5-1 plan, restricted stock units, weighted average price, open-market sale, +1 more

5 terms

Rule 10b5-1 plan regulatory

"made pursuant to a Rule 10b5-1 plan adopted December 16, 2025"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

restricted stock units financial

"in connection with the vesting of restricted stock units granted by the Issuer"

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.

weighted average price financial

"The price reported in column 4 above reflects the weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

04/06/2026 - 05:01 PM

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^*

Greenleaf Peter

(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
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026

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)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/02/2026		S⁽¹⁾		420	D	$20.5151⁽²⁾	25,058	D
Common Stock	04/02/2026		S⁽¹⁾		377	D	$21.3614⁽³⁾	24,681	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This transaction reflects the sale of shares, made pursuant to a Rule 10b5-1 plan adopted December 16, 2025, for the purpose of satisfying estimated tax obligations in connection with the vesting of restricted stock units granted by the Issuer.

2. This transaction was executed in multiple trades at prices ranging from $20.30 to $20.78. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

3. This transaction was executed in multiple trades at prices ranging from $21.31 to $22.03. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

	/s/ Francis Knuettel II, by power of attorney	04/06/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

How many Pelthos Therapeutics (PTHS) shares did Peter Greenleaf sell?

Peter Greenleaf sold a total of 797 Pelthos Therapeutics shares. The Form 4 shows two open-market sales on April 2, 2026: 420 shares at a weighted average price of $20.5151 and 377 shares at a weighted average price of $21.3614.

At what prices did Peter Greenleaf’s Pelthos Therapeutics (PTHS) shares sell?

Greenleaf’s reported sales occurred at weighted average prices of $20.5151 and $21.3614 per share. Each transaction was executed through multiple trades within disclosed price ranges, with full trade details available upon request from the company, the SEC staff, or Pelthos security holders.

Why did Pelthos Therapeutics (PTHS) director Peter Greenleaf sell shares?

The filing states the sales were made under a Rule 10b5-1 trading plan to satisfy estimated tax obligations. Those obligations arose from vesting restricted stock units granted by Pelthos Therapeutics, indicating the transactions were tied to compensation-related tax needs rather than discretionary portfolio changes.

How many Pelthos Therapeutics (PTHS) shares does Peter Greenleaf still own?

After the reported transactions, Peter Greenleaf directly holds 24,681 Pelthos Therapeutics common shares. This post-transaction ownership reflects his remaining equity stake as disclosed in the Form 4 and provides context for the relative size of the 797 shares sold on April 2, 2026.

Was Peter Greenleaf’s Pelthos Therapeutics (PTHS) sale under a Rule 10b5-1 plan?

Yes. The Form 4 notes the sale was executed under a Rule 10b5-1 plan adopted on December 16, 2025. Such plans pre-schedule trades in advance, and here the plan’s stated purpose was to cover estimated taxes from vesting restricted stock units granted by Pelthos Therapeutics.