FALSE000178730600017873062024-04-102024-04-10
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 10, 2024
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ARCUTIS BIOTHERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
001-39186 |
81-2974255 |
(State or other jurisdiction
of incorporation)
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(Commission
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(IRS Employer
Identification Number)
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3027 Townsgate Road, Suite 300
Westlake Village, CA 91361
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (805) 418-5006
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading
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Name of each exchange
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Common Stock, par value $0.0001 per share |
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ARQT |
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The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 10, 2024, Arcutis Biotherapeutics, Inc. (the “Company”) announced the appointment of David Topper as the Company’s Chief Financial Officer, effective as of April 10, 2024. Mr. Topper will succeed Mr. John Smither, who served as the Company’s interim Chief Financial Officer while the Company conducted a search process to fill the Chief Financial Officer role on a permanent basis. Consistent with the foregoing, Mr. Topper will assume the roles of principal financial officer and principal accounting officer of the Company. In connection with the appointment of Mr. Topper, Mr. Smither will step down as Chief Financial Officer, effective as of April 10, 2024, and will resign from the Company, effective as of April 30, 2024.
Mr. Topper, age 66, joins the Company from Inmagene Biopharmaceuticals Co. Ltd. (“Inmagene”), a global clinical stage pharmaceutical company, where he has served as Chief Financial Officer since August 2023. Prior to Inmagene, Mr. Topper held significant positions in various organizations, including serving as a partner for capital markets at General Atlantic, a global growth equity firm, from 2012 through 2019 and at Frazier Life Sciences (“Frazier”), a venture capital and public markets investment firm, from May 2021 to January 2023. Prior to that, Mr. Topper served as Senior Advisor for Capital Markets at Frazier from March 2020 until May 2021. He also acted as Chief Financial Officer and board director from October 2020 to November 2022 at Frazier Life Sciences Acquisition Corp., a special purpose acquisition company, and as Chief Financial Officer at NewAmsterdam Pharma Company N.V., a biopharmaceutical company acquired by Frazier Life Sciences Acquisition Corp., from January 2023 to March 2023. Previously, he served for six years as Co-Head of Equity Capital Markets, Vice Chairman, and Chairman of the Commitments Committee at J.P. Morgan, a financial institution. Prior to J.P. Morgan, Mr. Topper was at Morgan Stanley, a multinational investment bank and financial services company, for 22 years, where he held a number of leadership positions, including Co-Head of Equity Capital Markets and Managing Director. Mr. Topper has served as a director at Glassbox Ltd., a software company, since January 2024 and previously served on the board of Engility Corporation and its predecessor, an engineering and logistics services company, from January 2014 to January 2019, where he was a member of the compensation committee and the strategy committee. Mr. Topper also served on the board of Amherst Pierpont Securities and served on the compensation committee and the audit committee from 2014 to March 2022. Mr. Topper holds an M.B.A. from Stanford University and a B.A. in Economics and Political Science from Duke University.
The Company has entered into an offer letter (the “Offer Letter”) and a severance and change in control agreement (the “Severance & Change in Control Agreement”) with Mr. Topper in connection with his commencement of employment with the Company.
Pursuant to the Offer Letter, Mr. Topper will receive an annual base salary of $515,000 (pro-rated for any partial service) and have a target annual performance bonus amount of 45% of his base salary (subject to achievement of certain performance goals, with a maximum achievement of 67.5% of his base salary), pro-rated for 2024. In addition, the compensation committee of the board of directors of the Company approved three equity awards: an option to purchase 310,000 shares of the Company’s common stock, 110,000 restricted stock units and 60,000 performance stock units. The option will vest and become exercisable as to 25% of the shares subject to the option on April 10, 2024 and as to 2.0833% of the shares subject to the option on each monthly anniversary thereafter, subject to Mr. Topper’s continued service through the applicable vesting date. The restricted stock units will vest as to 25% of the restricted stock units on each anniversary of April 10, 2024, subject to Mr. Topper’s continued service through the applicable vesting date. The performance stock units shall vest based on performance criteria to be mutually established between the Company and Mr. Topper.
Pursuant to the Severance & Change in Control Agreement, in the event Mr. Topper’s employment with the Company is terminated by the Company without cause or Mr. Topper resigns for good reason, in each case, with the period beginning three months prior to the closing of a change in control and ending 18 months following such closing, then he will receive the following severance benefits: (i) continued payment of up to 12 months of (a) his base salary and (b) his target performance bonus; (ii) 12 months of COBRA reimbursements; and (iii) accelerated vesting of 100% of his outstanding equity awards (except for any performance awards which will be governed by the terms of the award agreement and absence any such provisions will vest at the greater of target or actual performance). The severance benefits are contingent on timely execution and non-revocation of a general release of claims and his continued compliance with our confidentiality agreement with Mr. Topper.
There is no arrangement or understanding between Mr. Topper and any other person pursuant to which he was selected as an officer of the Company, and there are no family relationships between Mr. Topper and any of the Company’s directors or executive officers. There are no transactions to which the Company is a party and in which Mr. Topper has a direct or indirect material interest that would be required to be disclosed under Item 404(a) of Regulation S-K.
The foregoing summary of the material terms of Mr. Topper’s employment with the Company does not purport to be complete and is qualified in its entirety by the actual terms of the Offer Letter and Severance & Change in Control Agreement, which are filed hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated by reference herein.
Item 7.01 Regulation FD Disclosure.
On April 10, 2024, the Company issued a press release announcing the appointment of Mr. Topper. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Securities Exchange Act of 1934, as amended, or the Securities Exchange Act of 1933, as amended, regardless of any general incorporation language in any such filings, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
10.1 |
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10.2 |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ARCUTIS BIOTHERAPEUTICS, INC. |
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Date: April 10, 2024 |
By: |
/s/ Todd Franklin Watanabe |
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Todd Franklin Watanabe |
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President and Chief Executive Officer |
EX-10.1
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exh101davidtopperofferof.htm
EX-10.1
exh101davidtopperofferof
3027 TOWNSGATE ROAD • SUITE 300 WESTLAKE VILLAGE • CA • 91361 805-418-5006 • WWW.ARCUTIS.COM Exhibit 10.1 April 5, 2024 David Topper RE: Employment with Arcutis Biotherapeutics, Inc. Dear David: This employment letter sets forth the terms and confirms your employment as Senior Vice President and Chief Financial Officer with Arcutis Biotherapeutics, Inc., a Delaware Corporation (the “Company” or “Arcutis”). You will report to me, the Company’s Chief Executive Officer. If you accept this offer, you will commence employment with the Company on April 10, 2024, or such other date mutually agreed in writing between you and the Company (the date you actually commence employment with the Company, the “Effective Date”). 1. Work Location. The Company will allow you to work primarily from your home office. However, as Arcutis’ headquarters are located in the Los Angeles, California area, you will be expected to spend a reasonable amount of time at the Company’s headquarters. The Company will provide expense reimbursement for your visits to our Los Angeles area offices as outlined in section 4 of this agreement. 2. Compensation. a) Salary. In this position, the Company will pay you a semi-monthly salary of twenty-one thousand four hundred fifty-eight dollars and thirty-four cents ($21,458.34), which is an annual base salary of five hundred fifteen thousand dollars ($515,000.00) per year, payable in accordance with the Company’s standard payroll schedule. Your pay will be periodically subject to adjustment pursuant to the Company’s policies as in effect from time to time and pro-rated for any partial employment hereunder. b) Bonus. You will be eligible to receive a cash incentive annual bonus with a target of forty- five percent (45%) of your base salary, with the possibility of up to sixty-seven and one-half percent (67.5%) of your base salary, based upon the achievement of both corporate and personal goals. Any annual bonus earned will be paid no later than March 15th of the year following the year in which such bonus was earned and will be contingent upon your continued employment through the applicable payment date. Please note that bonus programs, payouts and criterion are subject to change or adjustment as the business needs at the Company may require. For the bonus payable in March 2025 for 2024 performance, your payment will be based on your annual base salary and will not be pro-rated based on your actual salary earned at Arcutis in 2024.
David Topper Offer of Employment Page 2 of 6 5 APR 2024 c) Equity Awards. In connection with entering into this employment letter agreement, following the Effective Date, the Company will recommend to the Board of Directors that it grant you: i. Stock Options. An option to purchase three hundred ten thousand (310,000) shares of the Company’s common stock (the “Stock Option”) at a per-share exercise price equal to the fair market value of a share of the Company’s common stock on the date of grant (the closing price of the Company’s common stock as reported on the Nasdaq Global Select Market on the date of grant). The shares subject to the Stock Option will vest and become exercisable at the rate of twenty-five percent (25%) on the first anniversary of the Effective Date, and an additional 2.0833% per month thereafter, so long as you remain employed by the Company through the applicable vesting date. ii. Restricted Stock Units. One hundred ten thousand (110,000) Restricted Stock Units of the Company’s common stock (the “RSUs”). The RSUs will vest and become exercisable at the rate of twenty-five percent (25%) annually, beginning on the one (1) year anniversary of the vesting commencement date, so long as you main employed by the Company through the applicable vesting date. iii. Performance-Based Restricted Stock Units. Sixty thousand (60,000) Performance Restricted Stock Units (the “PSUs”), with performance criteria and vesting terms to be mutually agreed upon by yourself and the Company and approved by the Compensation Committee of the Board of Directors. The Stock Options, Restricted Stock Units, and Performance-Based Restricted Stock Units will otherwise be subject to the terms and conditions of the Company’s 2022 Employment Inducement Plan (the “Plan”) and a stock option agreement and/or restricted stock agreement(s) to be entered into between you and the Company. You may be eligible to receive such future stock options or restricted stock unit grants as the Board of Directors of the Company shall deem appropriate; however, the grant of such options or restricted stock units by the Company is not a promise of compensation and is not intended to create any obligation on the part of the Company. d) Withholdings. All forms of compensation paid to you as an employee of the Company shall be less all applicable withholdings. 3. Employee Benefits. You will be entitled to participate in employee benefit plans currently and hereafter maintained by the Company of general applicability to other employees of the Company subject to the eligibility requirements of each such benefit plan. The Company, in its sole discretion, may amend, suspend or terminate its employee benefits at any time, with or without notice. In addition, you will be entitled to paid vacation in accordance with the Company’s vacation policy, as in effect from time to time. We also acknowledge that you have entered, or will enter, into the Severance and Change in Control Agreement with the Company (the “Severance & Change in Control Agreement”). 4. Expenses. a) The Company will reimburse Employee for reasonable travel, entertainment or other expenses incurred by Employee in the furtherance of or in connection with the performance of Employee’s duties hereunder, in accordance with the Company’s expense reimbursement policy as in effect from time to time. b) The Company will reimburse Employee for actual expenses, as evidenced by receipts, incurred for travel to and from and housing at the corporate headquarters, up to a maximum of five thousand dollars ($5,000) per month. No other reimbursement will be made for these costs.
David Topper Offer of Employment Page 3 of 6 5 APR 2024 5. Confidentiality Agreement. As an employee of the Company, you will have access to certain confidential information of the Company and you may, during the course of your employment, develop certain information or inventions that will be the property of the Company. To protect the interests of the Company, you will need to sign the Company’s standard “Employee Invention Assignment and Confidentiality Agreement” as a condition of your employment. We wish to impress upon you that we do not want you to, and we hereby direct you not to, bring with you any confidential or proprietary material of any former employer or to violate any other obligations you may have to any former employer. During the period that you render services to the Company, you agree to not engage in any employment, business or activity that is in any way competitive with the business or proposed business of the Company. You will disclose to the Company in writing any other gainful employment, business or activity that you are currently associated with or participate in that competes with the Company. You will not assist any other person or organization in competing with the Company or in preparing to engage in competition with the business or proposed business of the Company. 6. No Conflicting Obligations. You understand and agree that by signing this letter agreement, you represent to the Company that your performance will not breach any other agreement to which you are a party, including, without limitation, any agreement currently in place between your current or past employers, and that you have not, and will not during the term of your employment with the Company, enter into any oral or written agreement in conflict with any of the provisions of this letter or the Company’s policies. You are not to bring with you to the Company, or use or disclose to any person associated with the Company, any confidential or proprietary information belonging to any former employer or other person or entity with respect to which you owe an obligation of confidentiality under any agreement or otherwise. The Company does not need and will not use such information and we will assist you in any way possible to preserve and protect the confidentiality of proprietary information belonging to third parties. Also, we expect you to abide by any obligations to refrain from soliciting any person employed by or otherwise associated with any former employer and suggest that you refrain from having any contact with such persons until such time as any non-solicitation obligation expires. 7. Outside Activities. While you render services to the Company, you agree that you will not engage in any other employment, consulting or other business activity without the written consent of the Company. In addition, while you render services to the Company, you will not assist any person or entity in competing with the Company, in preparing to compete with the Company or in hiring any employees or consultants of the Company. 8. General Obligations. As an employee, you will be expected to adhere to the Company’s standards of professionalism, loyalty, integrity, honesty, reliability and respect for all. You will also be expected to comply with the Company’s policies and procedures. The Company is an equal opportunity employer. 9. At-Will Employment. Employment with the Company is for no specific period of time. Your employment with the Company will be on an “at will” basis, meaning that either you or the Company may terminate your employment at any time for any reason or no reason. The Company also reserves the right to modify or amend the terms of your employment at any time for any reason. Any contrary representations which may have been made to you are superseded by this letter agreement. Further, your participation in any stock option or benefit program is not to be regarded as assuring you of continuing employment for any particular period of time. Although your job duties, title, compensation and benefits, as well as the Company’s personnel policies and procedures, may change from time to time, the “at will” nature of your employment may only be changed in an express written agreement signed by you and the Company’s Chief Executive Officer. 10. Authorization to Work. Please note that because of employer regulations adopted in the Immigration Reform and Control Act of 1986, within three (3) business days of starting your new position
David Topper Offer of Employment Page 4 of 6 5 APR 2024 you will need to present documentation demonstrating that you have authorization to work in the United States. 11. Arbitration and Class Action Waiver. You and the Company agree to submit to mandatory binding arbitration any and all claims arising out of or related to your employment with the Company and the termination thereof, including, but not limited to, claims for unpaid wages, wrongful termination, torts, stock or stock options or other ownership interest in the Company, and/or discrimination (including harassment) based upon any federal, state or local ordinance, statute, regulation or constitutional provision except that each party may, at its, his or her option, seek injunctive relief in court related to the improper use, disclosure or misappropriation of a party’s private, proprietary, confidential or trade secret information (collectively, “Arbitrable Claims”). Further, to the fullest extent permitted by law, you and the Company agree that no class or collective actions can be asserted in arbitration or otherwise. All claims, whether in arbitration or otherwise, must be brought solely in your or the Company’s individual capacity, and not as a plaintiff or class member in any purported class or collective proceeding. Nothing in this Arbitration and Class Action Waiver section, however, restricts your right, if any, to file in court a representative action under California Labor Code Sections 2698, et seq. SUBJECT TO THE ABOVE PROVISO, THE PARTIES HEREBY WAIVE ANY RIGHTS THEY MAY HAVE TO TRIAL BY JURY IN REGARD TO ARBITRABLE CLAIMS. THE PARTIES FURTHER WAIVE ANY RIGHTS THEY MAY HAVE TO PURSUE OR PARTICIPATE IN A CLASS OR COLLECTIVE ACTION PERTAINING TO ANY ARBITRABLE CLAIMS BETWEEN YOU AND THE COMPANY. This Agreement does not restrict your right to file administrative claims you may bring before any government agency where, as a matter of law, the parties may not restrict the employee’s ability to file such claims (including, but not limited to, the National Labor Relations Board, the Equal Employment Opportunity Commission and the Department of Labor). However, the parties agree that, to the fullest extent permitted by law, arbitration shall be the exclusive remedy for the subject matter of such administrative claims. The arbitration shall be conducted in Orange County, California through JAMS before a single neutral arbitrator, in accordance with the JAMS employment arbitration rules then in effect. The JAMS rules may be found and reviewed at http://www.jamsadr.com/rules-employment-arbitration. If you are unable to access these rules, please let me know and I will provide you with a hardcopy. The arbitrator shall issue a written decision that contains the essential findings and conclusions on which the decision is based. The arbitration provisions of this Agreement shall be governed by and enforceable pursuant to the Federal Arbitration Act. In all other respects for provisions not governed by the Federal Arbitration Act, this employment letter agreement shall be construed in accordance with the laws of the State of California, without reference to conflicts of law principles. 12. Entire Agreement. This employment letter agreement, once accepted, together with the Severance & Change in Control Agreement and the Employee Invention Assignment and Confidentiality Agreement, constitute the entire agreement between you and the Company with respect to the subject matter hereof and supersedes all prior offers, negotiations and agreements, if any, whether written or oral, relating to such subject matter. You acknowledge that neither the Company nor its agents have made any promise, representation or warranty whatsoever, either express or implied, written or oral, which is not contained in this agreement for the purpose of inducing you to execute the agreement, and you acknowledge that you have executed this agreement in reliance only upon such promises, representations and warranties as are contained herein. 13. Acceptance. This offer will remain open until Wednesday, April 10, 2024. If you decide to accept our offer, and I hope you will, the offer letter will be sent to you in DocuSign format. Your e-signature will acknowledge that you have read and understood and agreed to the terms and conditions of this offer letter
David Topper Offer of Employment Page 5 of 6 5 APR 2024 and the attached documents, if any. Should you have anything else that you wish to discuss, please do not hesitate to call me. We look forward to the opportunity to welcome you to the Company. [SIGNATURE PAGE FOLLOWS]
David Topper Offer of Employment Page 6 of 6 5 APR 2024 This letter agreement supersedes and replaces any prior understandings or agreements, whether oral, written or implied, between you and the Company regarding the matters described in this letter. This letter will be governed by the laws of California, without regard to its conflict of laws provisions. Very truly yours, ARCUTIS BIOTHERAPEUTICS, INC. /s/ Todd Franklin Watanabe By: Todd Franklin Watanabe Title: Chief Executive Officer ACCEPTED AND AGREED: /s/ David Topper David Topper Signature Date: April 5, 2024 [Signature Page to Employment Letter Agreement]
EX-99.1
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exh991prfordavidtopper.htm
EX-99.1
exh991prfordavidtopper
Exhibit 99.1 FOR IMMEDIATE RELEASE Arcutis Appoints David Topper as Chief Financial Officer • Industry veteran with over 40 years of experience in finance, investment management, and investment banking WESTLAKE VILLAGE, Calif., April 10, 2024 – Arcutis Biotherapeutics, Inc. (Nasdaq: ARQT), a commercial-stage company focused on developing meaningful innovations in immuno- dermatology, today announced that David Topper has been appointed Chief Financial Officer (CFO) effective April 10, 2024. He is replacing John Smither, who rejoined Arcutis as interim CFO in August 2023. Mr. Smither will remain at Arcutis through the end of April to ensure a smooth transition. “We could not be more pleased to welcome David as chief financial officer at this transformational time,” said Frank Watanabe, president and CEO of Arcutis. “His extensive experience in finance, M&A, and capital markets will be a tremendous asset as we continue to advance the commercial operations of Arcutis and build the leading innovation-driven medical dermatology company. David has worked closely with us on numerous projects over the past four years, so knows both our company and segment well, and coupled with his unparalleled expertise in capital markets, I am confident he will be able to quickly put his stamp on our finance activities.” Mr. Watanabe continued, “I cannot thank John enough for his incredible service to Arcutis over the past five years. He served as our first CFO, guiding us through a successful initial public offering and has brought an incredible depth and breadth of both financial acumen and dermatology experience from his 25+ year career in the pharmaceutical industry, culminating in now six successive CFO roles and service on multiple boards. His contribution to the success of Arcutis at a critical time cannot be overstated. We wish him well as he transitions to non- operating roles.” “I am excited to join the amazingly strong Arcutis organization at this time,” said Mr. Topper. “Arcutis has demonstrated consistent success over time, across clinical development,
Exhibit 99.1 regulatory, business development, and commercialization. With a growing portfolio of commercial assets and another potential U.S. approval on the horizon, Arcutis is well positioned to achieve its patient-centric mission of advancing innovation in dermatology.” Mr. Topper joins Arcutis from Inmagene Biopharmaceuticals, a global clinical stage pharmaceutical company, where he served as CFO. He has a proven record of leading and advising on capital markets activities including initial public offerings, follow-on offerings, mergers and acquisitions, debt financings, and derivatives. Prior to Inmagene, Mr. Topper held significant positions in various organizations, including serving as a partner for capital markets at General Atlantic and Frazier Life Sciences. He also acted as CFO and board director at Frazier Life Sciences Acquisition Corp. Previously, he served for six years as co-head of Equity Capital Markets, vice chairman, and chairman of the Commitments Committee at J.P. Morgan. Prior to JPM, Mr. Topper was at Morgan Stanley for 22 years, where he held a number of leadership positions including co-head of Equity Capital Markets and managing director. Mr. Topper holds an M.B.A. from Stanford University and a B.A. from Duke University. About Arcutis Arcutis Biotherapeutics, Inc. (Nasdaq: ARQT) is a commercial-stage medical dermatology company that champions meaningful innovation to address the urgent needs of individuals living with immune-mediated dermatological diseases and conditions. With a commitment to solving the most persistent patient challenges in dermatology, Arcutis has a growing portfolio including two FDA approved products that harness our unique dermatology development platform coupled with our dermatology expertise to build differentiated therapies against biologically validated targets. Arcutis’ dermatology development platform includes a robust pipeline with multiple clinical programs for a range of inflammatory dermatological conditions including scalp and body psoriasis, atopic dermatitis, and alopecia areata. For more information, visit www.arcutis.com or follow Arcutis on LinkedIn, Facebook, and X. Forward-Looking Statements Arcutis cautions you that statements contained in this press release regarding matters that are
Exhibit 99.1 not historical facts are forward-looking statements. These statements are based on the Company’s current beliefs and expectations. Such forward-looking statements include, but are not limited to, statements regarding the potential to build the leading innovation-driven medical dermatology company. These statements are subject to substantial known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. Risks and uncertainties that may cause our actual results to differ include risks inherent in our business, reimbursement and access to our products, the impact of competition and other important factors discussed in the “Risk Factors” section of our Form 10- K filed with U.S. Securities and Exchange Commission (SEC) on February 27, 2024, as well as any subsequent filings with the SEC. You should not place undue reliance on any forward- looking statements in this press release. We undertake no obligation to revise or update information herein to reflect events or circumstances in the future, even if new information becomes available. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Contacts: Media Amanda Sheldon, Head of Corporate Communications asheldon@arcutis.com Investors Latha Vairavan, Vice President, Finance and Investor Relations lvairavan@arcutis.com Derek Cole Investor Relations Advisory Solutions derek.cole@iradvisory.com