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VRCA Form 4: COO reports stock and Series C warrant purchases

Filing Impact
(Low)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

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.

Positive

  • None.

Negative

  • None.
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*
Zawitz David

(Last) (First) (Middle)
C/O VERRICA PHARMACEUTICALS INC.
44 W. GAY ST., SUITE 400

(Street)
WEST CHESTER PA 19380

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Verrica Pharmaceuticals Inc. [ VRCA ]
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)
11/25/2025
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 11/25/2025 P 10,000 A $4.2425 21,000(1) 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
Series C Warrant (right to buy) $6.315 11/25/2025 P 2,500 (2) 11/25/2030 Common Stock 2,500 (3) 2,500 D
Explanation of Responses:
1. Effective July 24, 2025, the Issuer effected a 1-for-10 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.
2. Immediately exercisable.
3. The reported securities are included within 10,000 investment units purchased by the Reporting Person for $4.2425 per investment unit. Each investment unit consists of one share of Common Stock and a Series C warrant for one fourth of a share of common stock. The Reporting Person will not be entitled to exercise any portion of a Series C Warrant that, upon giving effect to such exercise, would cause the aggregate number of shares beneficially owned by the Reporting Person to exceed 9.99% of the number of shares of the Issuer's common stock outstanding immediately after giving effect to the exercise.
/s/ Jayson Rieger, Attorney-in-Fact 11/25/2025
** 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 Verrica Pharmaceuticals (VRCA) report on this Form 4?

The filing reports that Verrica Pharmaceuticals' Chief Operating Officer purchased 10,000 shares of common stock on 11/25/2025 at a price of $4.2425 per share through investment units.

What are the terms of the Series C warrants reported for VRCA?

The investment units include Series C warrants to purchase common stock. In total, the officer holds warrants exercisable for 2,500 shares of common stock at an exercise price of $6.315 per share, expiring on 11/25/2030. The warrants are immediately exercisable.

How many Verrica (VRCA) shares and warrants does the reporting person own after the transaction?

After the reported transaction, the officer beneficially owned 21,000 shares of Verrica Pharmaceuticals common stock and 2,500 Series C warrants exercisable for 2,500 shares.

What is the 9.99% beneficial ownership limitation mentioned for VRCA’s Series C warrants?

The filing states that the officer cannot exercise any portion of a Series C warrant if doing so would cause their beneficial ownership to exceed 9.99% of Verrica’s outstanding common stock immediately after the exercise.

How did Verrica’s reverse stock split affect the numbers in this Form 4?

The company effected a 1-for-10 reverse stock split of its common stock effective July 24, 2025. The filing explains that the number of securities reported has been adjusted to reflect this reverse split.

How are the VRCA investment units structured in this insider purchase?

The reported securities are included within 10,000 investment units purchased at $4.2425 per unit. Each unit consists of one share of common stock and a Series C warrant to purchase one fourth of a share of common stock.

Verrica Pharmaceuticals

NASDAQ:VRCA

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71.65M
10.34M
43.45%
26.39%
1.75%
Biotechnology
Pharmaceutical Preparations
Link
United States
WEST CHESTER