Verrica Pharmaceuticals SEC Filings

Verrica Pharmaceuticals Inc. (VRCA) reported an insider purchase by its Chief Medical Officer. On 11/25/2025, the CMO acquired 2,357 shares of common stock in an open market purchase at a price of $4.2425 per share, and now directly owns 2,357 common shares.

The filing also reports a derivative transaction involving a Series C warrant with an exercise price of $6.315. The warrant covers 589 shares of common stock, is immediately exercisable, and expires on 11/25/2030. The securities were purchased as part of 2,357 investment units, each consisting of one share of common stock and a Series C warrant for one fourth of a share. The warrant includes a 9.99% beneficial ownership limitation, preventing exercises that would push the holder above that ownership level.

Verrica Pharmaceuticals Inc. (VRCA) reported an insider purchase by its Interim CFO. On 11/25/2025, the executive bought 3,536 shares of common stock at $4.2425 per share, bringing their directly held common stock to 8,962 shares after the transaction.

The filing also reports acquisition of 884 Series C warrants with an exercise price of $6.315 per share, exercisable immediately until 11/25/2030, each warrant linked to common stock. All security amounts reflect a 1-for-10 reverse stock split effective July 24, 2025. The Series C warrants include a 9.99% beneficial ownership cap, limiting how many shares can be obtained through exercise relative to the company’s outstanding common stock.

Verrica Pharmaceuticals Inc. (VRCA) disclosed that its Chief Operating Officer filed a Form 4 reporting the purchase of 10,000 shares of common stock on 11/25/2025 at $4.2425 per share through investment units.

Each unit also included a Series C warrant, giving the right to buy one fourth of a share, resulting in warrants exercisable for 2,500 shares of common stock at an exercise price of $6.315, expiring on 11/25/2030. Following the transaction, the officer beneficially owned 21,000 shares of common stock and 2,500 Series C warrants. The warrants are immediately exercisable but contain a 9.99% beneficial ownership limitation, preventing exercises that would push the holder’s ownership above that level. The numbers reflect a 1-for-10 reverse stock split effective July 24, 2025.

Verrica Pharmaceuticals Inc. (VRCA) CEO, President and director reported a personal purchase of 94,311 investment units on 11/25/2025. Each unit includes one share of common stock and a Series C warrant to buy one fourth of a share, at a unit price of $4.2425.

The filing shows direct beneficial ownership of 182,593 common shares after the transaction, adjusted for a 1-for-10 reverse stock split effective July 24, 2025. The related Series C warrants cover 23,577 underlying common shares at an exercise price of $6.315 and are immediately exercisable, subject to a 9.99% beneficial ownership cap. Small additional holdings are reported indirectly through a child and family trusts.

Verrica Pharmaceuticals Inc. (VRCA) director and 10% owner Paul B. Manning reported large purchases of common stock and warrants. On 11/25/2025, he bought 1,375,380 investment units at $4.2425 per unit directly and 2,750,762 units indirectly through BKB Growth Investments, LLC. Each unit consists of one share of common stock and a Series C warrant to buy one fourth of a share at an exercise price of $6.315 per share, exercisable until 11/25/2030.

After these transactions, he beneficially owns millions of shares through direct holdings, BKB, family trusts and an investment entity, with some positions reported as disclaimed beneficial ownership. The Series C warrants are immediately exercisable but include a 49.99% beneficial ownership limitation, meaning they cannot be exercised to push his ownership above 49.99% of Verrica’s outstanding common stock after exercise. The reported share counts have been adjusted for Verrica’s 1-for-10 reverse stock split effective July 24, 2025.

Verrica Pharmaceuticals Inc. announced a private placement of equity and warrants with institutional and accredited investors. The company agreed to sell 6,499,826 shares of common stock, pre-funded warrants exercisable for 5,305,164 shares in lieu of some shares, and accompanying Series C warrants to purchase 2,951,241 shares. The purchase price is $4.24125 per share and accompanying Series C warrant, with pre-funded warrants priced at the same amount minus $0.0001, for anticipated gross proceeds of approximately $4.24115 million before fees.

The pre-funded warrants have a $0.0001 exercise price and no expiry until exercised, while the Series C warrants are immediately exercisable at $6.315 per share and expire five years after closing, subject to beneficial ownership limits generally capped at 19.99% or 9.99%. Verrica agreed to file resale registration statements for the shares and warrant shares and to use $35.0 million of net proceeds to settle and terminate its senior secured credit facility with OrbiMed. Caligan Partners LP will gain a Board designee and a Board observer right for as long as it retains specified pre-funded warrants.

Verrica Pharmaceuticals Inc. reported that it issued a press release announcing its financial results for the three and nine months ended September 30, 2025, and outlined plans for a conference call to discuss the results and business updates. The company furnished this earnings press release as Exhibit 99.1 to a Form 8-K dated November 14, 2025. The information in Item 2.02 and Exhibit 99.1 is being furnished, not filed, under the Exchange Act, which means it is not subject to certain liability provisions or automatically incorporated into other SEC filings unless specifically referenced.

Armistice Capital, LLC and Steven Boyd report collective beneficial ownership of 9,235,571 shares of Verrica Pharmaceuticals Inc. (VRCA), representing 9.99% of the outstanding common stock. The filing states Armistice Capital is the investment manager of the direct holder, Armistice Capital Master Fund Ltd., and exercises shared voting and dispositive power over the reported shares; Mr. Boyd, as managing member, is likewise reported with shared voting and dispositive power. The filing affirms the securities are held in the ordinary course of business and not for the purpose of changing or influencing control.

Verrica Pharmaceuticals reported consolidated results for the quarter ended June 30, 2025 showing total revenue of $12.7 million, driven by $8.2 million of license and collaboration revenue and $4.5 million of net product sales of YCANTH (VP-102). The company recorded a small net income of $0.2 million for the quarter versus a large loss in the prior-year period, but a net loss of $9.5 million for the six months ended June 30, 2025.

Cash and cash equivalents declined to $15.4 million from $46.3 million at year-end, and the balance sheet shows total debt, net of discounts and issuance costs, of $37.3 million and a derivative liability of $1.8 million. Management disclosed substantial doubt about the company’s ability to continue as a going concern within one year unless additional financing is obtained; the Credit Agreement requires maintaining at least $10.0 million of liquidity and contains covenants that were partially waived for certain 2025 periods.

Key corporate actions include a 1-for-10 reverse stock split (effective July 24, 2025) and a June 27, 2025 amendment with Torii that accelerated an $8.0 million milestone (paid in July 2025) and sets cost-sharing and future royalty/transfer-price arrangements for a Phase 3 program for common warts.