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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
Caligan Partners LP

(Last) (First) (Middle)
780 THIRD AVENUE
30TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/26/2025
3. Issuer Name and Ticker or Trading Symbol
Verrica Pharmaceuticals Inc. [ VRCA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.0001 per share ("Common Stock") 923,910 I See footnote(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Pre-Funded Warrants (right to buy) 11/25/2025 (2) Common Stock 4,126,239(3) $0.0001 I See footnote(1)
Series C Warrants (right to buy) 11/25/2025 11/25/2030 Common Stock 1,031,559(3) $6.315 I See footnote(1)
Series B Warrants (right to buy) 11/22/2024 11/22/2029 Common Stock 421,346(3) $13.35 I See footnote(1)
1. Name and Address of Reporting Person*
Caligan Partners LP

(Last) (First) (Middle)
780 THIRD AVENUE
30TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
JOHNSON DAVID EDWARD

(Last) (First) (Middle)
780 THIRD AVENUE
30TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
Explanation of Responses:
1. This Form 3 is filed by Caligan Partners LP ("Caligan") and David Johnson with respect to the securities held by Caligan Partners Master Fund LP, a Cayman Islands limited partnership, and managed accounts to which Caligan serves as investment manager. Mr. Johnson is the Managing Partner of Caligan and a Managing Member of Caligan Partners GP LLC, the general partner of Caligan.
2. The Pre-Funded Warrants will not expire until exercised in full.
3. Pursuant to the terms of the Pre-Funded Warrants, the Series C Warrants and the Series B Warrants (collectively, the "Warrants"), the Reporting Persons cannot exercise any of the Warrants to the extent the Reporting Persons would beneficially own, after any such exercise, more than 9.99% of the outstanding Common Stock (the "9.99% Blocker"). Consequently, at this time, the Reporting Persons are not able to exercise all of the Warrants reported herein due to the 9.99% Blocker.
Remarks:
Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Each of the Reporting Persons may be deemed to be a director by deputization of Verrica Pharmaceuticals Inc. (the "Issuer") by virtue of the fact that Dr. Charles Frantzreb, a Partner at Caligan, currently serves on the Issuer's board of directors.
Caligan Partners LP, By: /s/ David Johnson, Managing Partner 12/30/2025
/s/ David Edward Johnson 12/30/2025
** 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 5 (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).
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