Tarsus Pharmaceuticals (TARS) COO discloses stock gifts and 79,183-share stake

Rhea-AI Filing Summary

Tarsus Pharmaceuticals, Inc. Chief Operating Officer reported stock gifts in an insider filing. On 12/16/2025, he transferred 950 shares of common stock at a stated price of $0, leaving 79,183 shares of common stock held directly, which includes 451 shares acquired under the company’s Employee Stock Purchase Plan on June 30, 2025.

A separate reported transaction on the same date reflects a gift coded as G(2) involving 475 shares of common stock held indirectly by his daughter. The report notes that he disclaims beneficial ownership of the securities held by his daughter and that this reporting is not an admission of beneficial ownership for Section 16 or any other purpose.

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

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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^*

Neervannan Seshadri

(Last) (First) (Middle)

C/O TARSUS PHARMACEUTICALS, INC.

15440 LAGUNA CANYON ROAD, SUITE 160

(Street)

IRVINE CA 92618

(City) (State) (Zip)

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)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		G		950	D	$0	79,183(1)	D
Common Stock	12/16/2025		G(2)		475	A	$0	475	I	By daughter

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. Includes 451 shares acquired under the Issuer's Employee Stock Purchase Plan on June 30, 2025.

2. This transaction involved the Reporting Person's gift of 475 shares of common stock to his daughter who shares Reporting Person's household. The Reporting Person disclaims beneficial ownership of the securities held by his daughter, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Remarks:

	/s/ Jeffrey Farrow, Attorney-in-Fact	12/18/2025
	** 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.
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 transaction did Tarsus Pharmaceuticals (TARS) report in this filing?

The Chief Operating Officer reported stock gifts, including a transfer of 950 shares of Tarsus Pharmaceuticals common stock on 12/16/2025 at a stated price of $0, as well as a separate gift related to 475 shares held indirectly by his daughter.

How many Tarsus Pharmaceuticals (TARS) shares does the COO hold after the reported transaction?

Following the reported 950-share disposition on 12/16/2025, the Chief Operating Officer beneficially owns 79,183 shares of Tarsus Pharmaceuticals common stock directly.

What does the filing say about the COO’s indirect ownership through his daughter at Tarsus (TARS)?

The filing reports 475 shares of Tarsus common stock held indirectly by the COO’s daughter and states that he disclaims beneficial ownership of these securities, and that the report is not an admission of beneficial ownership for Section 16 or any other purpose.

Were any of the COO’s Tarsus (TARS) shares acquired through an employee stock purchase plan?

Yes. The filing explains that the COO’s reported direct holdings of 79,183 shares include 451 shares acquired under Tarsus Pharmaceuticals’ Employee Stock Purchase Plan on June 30, 2025.

What is the relationship of the reporting person to Tarsus Pharmaceuticals (TARS)?

The reporting person is an officer of Tarsus Pharmaceuticals, Inc., serving as the company’s Chief Operating Officer, and the filing is made by one reporting person.

How were the reported Tarsus (TARS) insider transactions coded?

The non-derivative common stock transactions on 12/16/2025 were coded as G and G(2), indicating gifts, with a stated transaction price of $0 per share in each case.