Transaction #23460 · Form 4 · 0001193125-25-326891
Pelthos Therapeutics Inc. · Stock award · Senior Secured Convertible Note
Pelthos Therapeutics Inc. · Transacted December 17, 2025 · Filed December 19, 2025
What does this filing report?
An SEC Form 4 filing for Pelthos Therapeutics Inc. records a stock award involving Senior Secured Convertible Note on December 17, 2025. The quantity was not reported. The filing date is December 19, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.
The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.
Transaction details
- Company
- Pelthos Therapeutics Inc.
- Company CIK
- 0001919246
- Security type
- Derivative
- Acquisition type
- Stock award · Code A
- Quantity acquired
- Not reported
- Reported price
- Not reported · See footnotes
- Reference value
- Not reported
- Currency
- Currency not specified
- Ownership
- Direct
- Holdings after transaction
- Not reported
- Ownership description
- Not reported
- SEC acceptance time
- Dec 19, 2025, 4:15 PM EST
- 10b5-1 indication
- Not indicated
Reference value is reported quantity × reported price. It is not a confirmed cash payment or an estimate of a derivative's economic value. A missing currency is not assumed to be USD.
Reporting owners
- LIGAND PHARMACEUTICALS INC ↗
Director · 10% owner
CIK 0000886163
These are the reporting owners named in the filing. Quantities and amounts are not allocated among co-reporters. Roles reflect this filing, not a current profile.
Company listings
This transaction is not mapped to a specific company listing.
Derivative terms
- Underlying security
- Common Stock
- Underlying quantity
- 302,724
- Conversion / exercise price
- 29.73
- Exercise date
- November 6, 2025
- Expiration date
- November 6, 2027
Filing footnotes & remarks
- F1
- On November 6, 2025, Pelthos Therapeutics Inc. (the "Issuer") entered into a Securities Purchase Agreement with the reporting person and certain other investors, pursuant to which the Issuer issued a senior secured convertible note (the "Convertible Note") in the aggregate principal amount of $9 million to the reporting person on November 6, 2025. The Convertible Note may be converted into Common Stock at a conversion price of $34.442 per share. The Convertible Note includes a beneficial ownership limitation of 49.9% with respect to the reporting person.
- F2
- On December 17, 2025, at the annual meeting of the Issuer's shareholders, the Issuer's shareholders approved the waiver of the limit on the number of shares of Common Stock that may be issued to the holders of the Convertible Notes pursuant to the rules of the NYSE American LLC, which requires shareholder approval before issuing common stock (or securities convertible into or exercisable for common stock) in a private placement that constitutes 20% or more of the Issuer's pre-transaction outstanding common stock. As a result, the conversion price of the Convertible Note was reduced from $34.442 per share to $29.73 per share. The reduction in the conversion price is reported above as the cancellation of a Convertible Note and the acquisition of a new Convertible Note.
Remarks
The reporting person may be deemed to be a director by deputization by virtue of the fact that each of Todd Davis, Chief Executive Officer of the reporting person, and Richard Baxter, Senior Vice President of Investment Operations of the reporting person, serves on the board of directors of the Issuer.
Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.
This record was updated Eastern Time. This is the stored record update time, not the transaction date. Report a correction.