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Tarsus Pharmaceuticals Inc

For the period ended Sep 30, 2024. Filed Nov 13, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 13, 2024

TARS$70.84+3.3%Stored close · as of Nov 9, 2026

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Item 5. Other Information

Newly Appointed Board Member

On November 13, 2024, our Board of Directors (the “Board”), upon the recommendation of the Nominating and Corporate Governance Committee, expanded the size of the Board from seven to eight directors and appointed Katherine H. Goodrich, M.D., to the Board, effective immediately. Dr. Goodrich will serve as a Class II Director with a term expiring at our 2025 annual meeting of stockholders or until her successor is duly elected and qualified. Further, effective immediately, the Board appointed Dr. Goodrich to serve as a member of the Audit Committee of the Board and as a member of the Commercial Committee of the Board. Our Board has determined that Dr. Goodrich is independent under the listing standards of the Nasdaq Stock Market and the rules and regulations of the SEC applicable to audit committee members. As a non-employee director, Dr. Goodrich will receive cash and equity compensation paid by the Company pursuant to its non-employee director compensation policy, as amended, which includes an initial grant of (i) an option to purchase 10,000 shares of our common stock and (ii) 6,700 restricted stock units for our common stock. There are no arrangements or understandings between Dr. Goodrich and any other person pursuant to which Dr. Goodrich was elected as a director, and there are no transactions between Dr. Goodrich and us that would require disclosure under Item 404(a) of Regulation S-K. In addition, we entered into an indemnification agreement with Dr. Goodrich in connection with her appointment to our Board, which is in substantially the same form as those we have entered into with the other directors of our Board.

Securities Trading Plans of Directors and Executive Officers

During the three months ended September 30, 2024, none of our officers or directors, as defined in Rule 16a-1(f), informed us of theadoption ortermination of a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement, each as defined in Regulation S-K Item 408.

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