Tarsus (TARS) officer sells 6,430 shares in mandated tax sell-to-cover

Rhea-AI Filing Summary

Tarsus Pharmaceuticals, Inc. officer Jeffrey S. Farrow reported selling 6,430 shares of common stock in open‑market transactions over three days. He sold 2,111 shares at $69.42, 2,133 shares at $68.71, and 2,186 shares at $67.00 per share.

According to the disclosure, these sales were mandated "sell to cover" transactions to fund tax withholding obligations from vesting restricted stock units, rather than discretionary trades. After the sales, Farrow directly holds 43,316 Tarsus shares.

Insights

Equity compensation analyst

Executive’s 6,430-share sale is a routine, tax-driven sell-to-cover event.

Officer Jeffrey S. Farrow sold 6,430 Tarsus Pharmaceuticals common shares across three open‑market trades at prices between $67.00 and $69.42. The footnote explains these were mandated “sell to cover” transactions tied to restricted stock unit vesting.

In a sell‑to‑cover, shares are automatically sold to pay income taxes due when equity awards vest, so the timing and decision are largely mechanical rather than market‑timing bets. Farrow still directly owns 43,316 shares following the transactions, indicating he retains a substantial equity stake.

Because the sales are non‑discretionary and linked to compensation taxes, they typically carry limited informational value about management’s view of the stock. They mainly illustrate ongoing equity-based compensation and standard tax handling rather than a strategic change in ownership.

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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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^*

Farrow Jeffrey S

(Last) (First) (Middle)

C/O TARSUS PHARMACEUTICALS, INC.

15440 LAGUNA CANYON ROAD, SUITE 160

(Street)

IRVINE CALIFORNIA 92618

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tarsus Pharmaceuticals, Inc. [ TARS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/17/2026		S(1)		2,111	D	$69.42	47,635	D
Common Stock	03/18/2026		S(1)		2,133	D	$68.71	45,502	D
Common Stock	03/19/2026		S(1)		2,186	D	$67	43,316	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. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

Remarks:

Chief Financial Officer and Chief Strategy Officer

	/s/ Jeffrey Farrow	03/19/2026
	** 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)

FAQ

What did Tarsus (TARS) officer Jeffrey S. Farrow report in this Form 4?

Jeffrey S. Farrow reported selling 6,430 shares of Tarsus common stock in three open‑market transactions. These trades occurred at prices between $67.00 and $69.42 per share and were associated with tax obligations from restricted stock unit vesting.

Why did Jeffrey S. Farrow sell Tarsus (TARS) shares in this filing?

The shares were sold to cover tax withholding obligations from vesting restricted stock units. The company required that taxes be funded through a “sell to cover” transaction, so the sales were mandated and not discretionary investment decisions by Farrow.

How many Tarsus (TARS) shares did Jeffrey S. Farrow sell and at what prices?

He sold a total of 6,430 common shares: 2,111 at $69.42, 2,133 at $68.71, and 2,186 at $67.00 per share. All transactions were reported as open‑market sales used to fund required tax withholding.

How many Tarsus (TARS) shares does Jeffrey S. Farrow hold after these transactions?

After completing the tax‑related sales, Jeffrey S. Farrow directly holds 43,316 shares of Tarsus common stock. This post‑transaction holding, disclosed in the Form 4, shows he maintains a significant remaining equity position in the company.

Were Jeffrey S. Farrow’s Tarsus (TARS) share sales discretionary trades?

No. The footnote states the issuer elected to satisfy tax withholding via a mandatory “sell to cover” transaction. This means the sales were executed to meet tax obligations tied to restricted stock unit vesting, rather than voluntary timing decisions by Farrow.

Does this Tarsus (TARS) Form 4 indicate any options or derivative exercises by Jeffrey S. Farrow?

The reported transactions involve only common stock sales linked to restricted stock unit vesting. The derivative section of the filing shows no listed option or other derivative exercises, emphasizing that the activity centers on tax‑related sales of vested equity.