Statement of Changes in Beneficial Ownership (4)
15 November 2022 - 09:24AM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * SCHIFF ANDREW N |
2. Issuer Name and Ticker or Trading
Symbol Aclaris Therapeutics, Inc. [ ACRS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
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(Last)
(First)
(Middle)
C/O ACLARIS THERAPEUTICS, INC., 640 LEE ROAD, SUITE
200 |
3. Date of Earliest Transaction (MM/DD/YYYY)
11/10/2022
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(Street)
WAYNE, PA 19087
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
11/10/2022 |
|
S(1) |
|
11395 |
D |
$17.0246 (2) |
476986 |
I |
By Aisling Capital IV LP (3) |
Common Stock |
11/11/2022 |
|
S(1) |
|
41160 |
D |
$17.0597 (4) |
435826 |
I |
By Aisling Capital IV LP (3) |
Common Stock |
11/14/2022 |
|
S(1) |
|
1371 |
D |
$17.08 |
434455 |
I |
By Aisling Capital IV LP (3) |
Common Stock |
|
|
|
|
|
|
|
0 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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) |
These sales were effected
pursuant to a Rule 10b5-1 trading plan adopted by the Aisling
Capital IV, LP on August 23, 2022. |
(2) |
The price reported is a
weighted average sales price. The shares were sold in multiple
transactions at prices ranging from $17.00 to $17.165, inclusive.
The Reporting Person undertakes to provide to the Issuer, any
security holder of the Issuer or the staff of the Securities
Exchange Commission, upon request, full information regarding the
number of shares sold at each separate price within the range set
forth in this footnote. |
(3) |
The reportable securities
are owned directly by Aisling Capital IV, LP ("Aisling"), and held
indirectly by Aisling Capital Partners IV, LP ("Aisling GP"), as
general partner of Aisling, Aisling Capital Partners IV LLC
("Aisling Partners"), as general partner of Aisling GP, and each of
the individual managing members of Aisling Partners. The individual
managing members (collectively, the "Managers") of Aisling Partners
are Dr. Andrew Schiff and Steve Elms. Aisling GP, Aisling Partners,
and the Managers share voting and dispositive power over the shares
directly held by Aisling. Dr. Schiff disclaims beneficial ownership
of these securities and this report is not an admission that he is
the beneficial owner of such securities for purposes of Section 16
or for any other purpose, except to the extent of his pecuniary
interest therein. |
(4) |
The price reported is a
weighted average sales price. The shares were sold in multiple
transactions at prices ranging from $17.00 to $17.24, inclusive.
The Reporting Person undertakes to provide to the Issuer, any
security holder of the Issuer or the staff of the Securities
Exchange Commission, upon request, full information regarding the
number of shares sold at each separate price within the range set
forth in this footnote. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
SCHIFF ANDREW N
C/O ACLARIS THERAPEUTICS, INC.
640 LEE ROAD, SUITE 200
WAYNE, PA 19087 |
X |
|
|
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Signatures
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/s/ Mark Ballantyne,
Attorney-in-Fact |
|
11/14/2022 |
**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 control number. |
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