Form 8-K

8-K — Arcutis Biotherapeutics, Inc.

Accession: 0001787306-26-000049

Filed: 2026-08-05

Period: 2026-07-31

CIK: 0001787306

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — arqt-20260731.htm (Primary)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________

FORM 8-K

___________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 31, 2026

___________________________________________

ARCUTIS BIOTHERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

___________________________________________

Delaware

001-39186

81-2974255

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

3027 Townsgate Road, Suite300

Westlake Village, CA 91361

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (805) 418-5006

___________________________________________

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):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

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:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.0001 per share

ARQT

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 2.02 Results of Operations and Financial Condition.

On August 5, 2026, Arcutis Biotherapeutics, Inc. (the “Company” or “Arcutis”) issued a press release relating to its financial results for the quarter ended June 30, 2026. The full text of the press release is furnished herewith as Exhibit 99.1.

The information in this Item 2.02 of this Form 8-K and the Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 31, 2026, L. Todd Edwards notified Arcutis Biotherapeutics, Inc. (the “Company”) of his decision to resign as chief commercial officer of the Company, effective as of August 21, 2026. Mr. Edwards is pursuing an external opportunity and his resignation is not due to any disagreement with the Company.

The Company has commenced a search for a permanent chief commercial officer and has appointed Robert Lisicki as interim executive vice president, starting August 17, 2026, and as interim chief commercial officer, effective upon Mr. Edwards’ departure from the Company on August 21, 2026.

Mr. Lisicki, 59, most recently served as chief executive officer and a director at Zura Bio Limited from April 2024 to January 2026, and was previously their president and chief operating officer from January 2024. Mr. Lisicki is an experienced executive leader with a career spanning over 30 years in the biopharmaceutical industry. Mr. Lisicki has served on the board of Cadrenal Therapeutics, Inc. since July 2023. He previously served as the chief executive officer and a member of the board of directors of InCarda Therapeutics, Inc. from October 2022 to April 2023, where he remained as a consultant until June 2023. Mr. Lisicki previously served as the chief commercial officer at Arena Pharmaceuticals, Inc. from October 2018 until its acquisition by Pfizer in March 2022. At Arena Pharmaceuticals, Inc., Mr. Lisicki built the company’s global commercial infrastructure and contributed to its mergers and acquisitions activities totaling nearly $8.0 billion. Prior to Arena Pharmaceuticals, Inc., Mr. Lisicki served as vice president and general manager of inflammation and cardiovascular at Regeneron Pharmaceuticals, Inc. In this dual role, he led both commercial and developmental initiatives. His career also includes serving as a member of the board of CorHepta Therapeutics Inc. from May 2023 to January 2025 and Adiso Therapeutics, Inc. from October 2023 to August 2024, and in senior leadership roles as chief customer officer of Daiichi Sankyo, Inc. from August 2014 to April 2018, and in roles of increasing responsibility including vice president of Amgen Inc. from July 2005 to August 2014, with his initial experience in sales and marketing at The Janssen Pharmaceutical Companies of Johnson & Johnson from March 1995 to June 2005. He holds a Bachelor of Science degree in Finance and Economics from the State University of New York, Albany, New York.

The Company has entered into an employment offer letter (the “Employment Agreement”) with Mr. Lisicki and is expected to enter into a severance and change in control agreement (the “Severance & Change in Control Agreement”) and standard form of indemnification agreement with Mr. Lisicki on or before his employment start date.

Pursuant to the Employment Agreement, Mr. Lisicki will receive an annual base salary of $555,000 (pro-rated for any partial service) and a target annual performance bonus amount of 50% of his base salary (subject to achievement of certain performance goals, with a maximum achievement of 75% of his base salary). In addition, the board of directors of the Company approved two equity awards: an option grant to Mr. Lisicki to purchase 145,000 shares of the Company’s common stock, par value $0.0001 per share, (“Common Stock”) and 55,000 restricted stock units. The option will vest and become exercisable at the rate of 2.0833% of the shares subject to the option on each monthly anniversary of the grant date, subject to Mr. Lisicki’s continued service through the applicable vesting date. The restricted stock units will vest as to 25% of the restricted stock units on each annual anniversary of the grant date, subject to Mr. Lisicki’s continued service through the applicable vesting date.

Pursuant to the Severance & Change in Control Agreement, in the event Mr. Lisicki is terminated without cause or resigns for good reason, in each case, with the period of time beginning three months prior to the closing of a change in control and ending 18 months following such closing, then he shall be eligible to receive the following severance benefits: (i) continued payment of up to (a) 18 months of his base salary and (b) 1.5 times his target performance bonus; (ii) 18 months of COBRA reimbursements; and (iii) with respect to any equity awards granted on or after the commencement of Mr. Lisicki’s employment, 100% accelerated vesting 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 will be contingent on timely execution and non-revocation of a general release of claims and his continued compliance with applicable confidentiality provisions.

There is no arrangement or understanding between Mr. Lisicki and any other person pursuant to which he was selected as an officer of the Company, and there are no family relationships between Mr. Lisicki 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. Lisicki has a direct or indirect material interest that would be required to be disclosed under Item 404(a) of Regulation S-K.

In connection with the transition, Mr. Edwards and the Company executed a transition agreement (the “Transition Agreement”). Pursuant to the Transition Agreement, Mr. Edwards is entitled to receive a transition payment in an aggregate amount of up to $175,000, subject to, among others, his participation in an orderly transition of job duties and ongoing tasks. Any such payments will commence within 30 days after his transition from the Company and may continue through March 31, 2027.

The foregoing summary of the material terms of Mr. Lisicki’s employment with the Company are qualified by the actual terms of his Employment Agreement and Severance & Change in Control Agreement, and Mr. Edwards’ summary of material terms of his transition payment(s) are qualified by the actual terms of the Transition Agreement, each of which will be filed as exhibits to the Company’s Quarterly Report on Form 10-Q for the three months ending September 30, 2026 and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release August 5, 2026.

104 Cover Page Interactive Data File (formatted as Inline XBRL).

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.

ARCUTIS BIOTHERAPEUTICS, INC.

August 5, 2026

By:

/s/ Latha Vairavan

Latha Vairavan

Chief Financial Officer

EX-99.1

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Document

Arcutis Announces Second Quarter 2026 Financial Results and Provides Business Update

•Continued strong ZORYVE® (roflumilast) net product revenue growth, with Q2 revenues of $129.9 million, +59% versus Q2 of 2025, and +23% versus Q1 of 2026, driven primarily by strong demand growth

•Company raising 2026 full-year net product sales guidance to $525 million–$540 million

•Received approval to expand the indication for ZORYVE cream 0.3% for the topical treatment of plaque psoriasis to children down to the age of 2, the seventh FDA approval in four years

•FDA accepted sNDA for ZORYVE cream 0.05% to expand indication to include infants with mild to moderate atopic dermatitis aged 3 to 24 months and set target action date of February 23, 2027

•Completed enrollment of the Phase 2 trial of ZORYVE foam 0.3% in individuals with vitiligo with disclosure of topline results and decision on program advancement anticipated in Q4 of 2026

•Launched a virtual health platform and a partnership with a leading AI-enabled healthcare platform to help facilitate access to ZORYVE

•Maintained positive operating cash flow for the quarter

Westlake Village, CA, August 5, 2026—Arcutis Biotherapeutics, Inc. (Nasdaq: ARQT), a commercial-stage biopharmaceutical company focused on developing meaningful innovations in immuno-dermatology, today reported financial results for the quarter ended June 30, 2026, and provided a business update.

“Our strong second quarter results reflect the continued strength of the ZORYVE franchise, the leading branded non-steroidal therapy across our three indications. With our investment in expanding our dermatology sales force and initiatives designed to simplify patient access, we are well positioned to drive continued growth and momentum through the second half of 2026,” said Frank Watanabe, president and chief executive officer. “During the quarter, we also made significant progress in advancing our pipeline, highlighted by the FDA acceptance of our sNDA for ZORYVE cream 0.05% for infants with atopic dermatitis and completion of enrollment in our Phase 2 vitiligo study.”

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

Second Quarter 2026 Financial Results and Business Highlights

Commercial Highlights

ZORYVE — a highly potent and selective phosphodiesterase-4 (PDE4) inhibitor in once-daily cream and foam formulations, approved in the United States and Canada for the treatment of plaque psoriasis, atopic dermatitis, and seborrheic dermatitis.

•ZORYVE net product sales for the second quarter of 2026 were $129.9 million, reflecting 59% year-over-year growth and a 23% sequential increase versus the first quarter of 2026. The sequential increase was primarily driven by increasing demand across products as well as improved gross-to-net (GTN) pricing.

•Launched multiple initiatives to improve patient access to ZORYVE. The virtual health platform offers an additional pathway to care for individuals living with chronic inflammatory skin diseases by connecting eligible individuals with independent, board-certified dermatologists through a streamlined digital experience for evaluation and to discuss potential treatment options. The Company also formed a new partnership with a leading AI-enabled healthcare platform to streamline the ZORYVE experience within provider workflows, and to support medication access.

•Completed hiring of a targeted sales team dedicated to primary care and pediatric healthcare providers with the launch into the field anticipated by the end of August.

Clinical and Regulatory Developments

•The Company received U.S. Food and Drug Administration (FDA) approval of the Supplemental New Drug Application (sNDA) for ZORYVE cream 0.3% for the expanded indication to treat children with plaque psoriasis down to the age of 2 in June 2026, representing the seventh FDA approval for the Company since 2022.

•The FDA accepted an sNDA for ZORYVE cream 0.05% to expand the indication for the treatment of mild to moderate atopic dermatitis in infants aged 3 to 24 months with a Prescription Drug User Fee Act (PDUFA) target action date of February 23, 2027.

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

•The Company completed enrollment of the Phase 2 proof-of-concept study with ZORYVE foam 0.3% for the treatment of vitiligo and continues to enroll patients in the Phase 2 proof-of-concept studies of ZORYVE foam 0.3% for the treatment of hidradenitis suppurativa. The Company expects to report results, as well as decisions on program advancement in these indications, in the fourth quarter of 2026 and first quarter of 2027, respectively.

•The Company continues to enroll patients in the Phase 1a/1b, first-in-human study to evaluate safety and tolerability of investigational ARQ-234, a fusion protein that is a potent and highly selective checkpoint agonist of the CD200 receptor, in healthy volunteers and adults with moderate to severe atopic dermatitis.

Corporate Updates

•Appointed Chris Peetz, president, CEO, and founder of Mirum Pharmaceuticals, to the Board of Directors in July 2026.

•Sustained positive cash flow, generating $12.6 million of cash flow from operating activities in the second quarter of 2026.

•The Company obtained two new U.S. patents in the third quarter of 2026, including a new method of use and a new formulation patent.

Second Quarter 2026 Summary Financial Results

Product revenues for the quarter ended June 30, 2026 were $129.9 million compared to $81.5 million for the corresponding period in 2025. Revenues for the quarter were $35.3 million for ZORYVE cream 0.3%, $24.2 million for ZORYVE cream 0.15%, $2.9 million for ZORYVE cream 0.05%, and $67.4 million for ZORYVE foam 0.3%. The year-over-year increase was primarily due to increased unit demand as well as improvements in GTN deductions.

Cost of sales for the quarter ended June 30, 2026 was $10.9 million compared to $7.5 million for the corresponding period in 2025, due to increasing ZORYVE sales.

Research and development (R&D) expenses for the quarter ended June 30, 2026 were $20.4 million compared to $19.5 million for the corresponding period in 2025. Expenses remained consistent year-over-year as increased development costs for ARQ-234 and investment in medical affairs to support

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

medical education were partially offset by decreased development costs for roflumilast in pediatric atopic dermatitis.

Selling, general, and administrative (SG&A) expenses for the quarter ended June 30, 2026 were $82.1 million compared to $69.2 million for the corresponding period in 2025. The year-over-year increase was primarily driven by increased personnel costs, including from the dermatology sales force expansion to support our continued commercialization efforts for ZORYVE.

Net income was $15.0 million, or $0.11 per basic and diluted share, for the quarter ended June 30, 2026 compared to a net loss of $15.9 million, or $0.13 per basic and diluted share, for the corresponding period in 2025 as continued sales growth exceeded increases in operating expenses.

Cash, cash equivalents, restricted cash, and marketable securities were $238.9 million as of June 30, 2026, compared to $221.3 million as of December 31, 2025. Net cash provided by operating activities was $12.6 million during the second quarter.

Financial Guidance

The Company raised net product sales guidance for the full year 2026 from $480 million–$495 million to $525 million–$540 million.

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

Conference Call and Webcast

Arcutis management will host a conference call and webcast today at 4:30 p.m. ET to discuss the financial results for the quarter and provide a business update. The webcast for this conference call may be accessed at the “Events” section of the Company’s website. The replay of the webcast will be available on the Company's website following the call.

About Arcutis

Arcutis Biotherapeutics, Inc. (Nasdaq: ARQT) is a commercial-stage medical dermatology company delivering meaningful innovation to address the needs of individuals living with chronic inflammatory skin diseases. Over the past decade, Arcutis has successfully developed a robust portfolio of advanced targeted topicals approved to treat three major inflammatory skin diseases, driven by a commitment to solving the most persistent patient challenges in dermatology. Arcutis’ unique dermatology development platform, built on established scientific pathways and coupled with deep clinical dermatology and commercial expertise, enables us to efficiently develop, scale, and deliver our differentiated therapies while advancing a growing pipeline across a range of inflammatory dermatological conditions. For more information, visit www.arcutis.com or follow Arcutis on LinkedIn, Facebook, Instagram, and X.

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. For example, statements contained in this press release regarding matters that are 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 address large markets with significant unmet need; the development, submission, and potential approval, and potential commercialization of product candidates and expanded indications; the potential commercial success and growth of ZORYVE in plaque psoriasis, atopic dermatitis, and seborrheic dermatitis; improvement of patient access to ZORYVE through multiple commercial initiatives; anticipated net product sales for 2026; the expansion of the Company's dermatology sales force and the success of the Company's efforts in primary care and pediatric healthcare providers; the Company's ability to maintain positive operating cash flow on a quarterly basis; the building and advancement of the Company's pipeline; and the timing of regulatory filings. These statements involve 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 and you should not place undue reliance on our forward-looking statements. Risks and uncertainties that may cause our actual results to differ include risks inherent in the clinical development process and regulatory approval process, the timing of regulatory filings, the timing, expenses, and success of our commercialization efforts, including uncertainty of future commercial sales and related items that can impact net sales, and our ability to defend our intellectual property. For a further description of the risks and uncertainties applicable to our business, see the “Risk Factors” section of our Form 10-K filed with U.S. Securities and Exchange Commission (SEC) on February 25, 2026, as well as any subsequent filings with the SEC. Any forward-looking statements that the Company makes in this press release are made pursuant to the Private Securities Litigation Reform Act of 1995, as amended, and speak only as of the date of this press release. Except as required by law, we undertake no obligation to revise or update information herein to reflect events or circumstances in the future, even if new information becomes available.

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

Contacts:

Media

Amanda Sheldon, head of Corporate Communications

media@arcutis.com

Investors

Brian Schoelkopf, head of Investor Relations

ir@arcutis.com

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

ARCUTIS BIOTHERAPEUTICS, INC.

Condensed Consolidated Balance Sheets

(In thousands)

(unaudited)

June 30, December 31,

2026 2025

ASSETS

Current assets:

Cash and cash equivalents

$ 34,121 $ 42,907

Restricted cash 308 308

Marketable securities 204,431 178,075

Trade receivable, net 155,162 146,229

Inventory 38,879 22,634

Prepaid expenses and other current assets

34,770 21,079

Total current assets

467,671 411,232

Property and equipment, net 872 1,043

Intangible assets, net 13,687 14,812

Operating lease right-of-use asset

4,253 4,467

Other assets

2,054 1,419

Total assets

$ 488,537 $ 432,973

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

$ 6,604 $ 12,528

Current portion of long-term debt, net

6,950 1,000

Accrued and other current liabilities

146,786 116,310

Total current liabilities

160,340 129,838

Operating lease liability, long-term 5,237 5,266

Long-term debt, net 101,950 107,959

Other long-term liabilities 431 431

Total liabilities

267,958 243,494

Stockholders’ equity:

Common stock 12 12

Additional paid-in capital

1,355,593 1,327,595

Accumulated other comprehensive (income) loss (656) (44)

Accumulated deficit

(1,134,370) (1,138,084)

Total stockholders’ equity 220,579 189,479

Total liabilities and stockholders’ equity $ 488,537 $ 432,973

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

ARCUTIS BIOTHERAPEUTICS, INC.

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

(unaudited)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Revenues:

Product revenue, net $ 129,861 $ 81,504 $ 235,259 $ 145,350

Other revenue — — — 2,000

Total revenues 129,861 81,504 235,259 147,350

Operating expenses:

Cost of sales 10,939 7,492 20,723 16,322

Research and development 20,355 19,453 50,982 36,996

Selling, general, and administrative 82,138 69,170 156,214 133,172

Total operating expenses 113,432 96,115 227,919 186,490

Income (loss) from operations 16,429 (14,611) 7,340 (39,140)

Other income (expense):

Interest income 2,279 2,076 4,554 4,613

Interest expense (3,406) (3,029) (7,774) (6,011)

Other income (expense), net (157) 20 (177) 213

Total other income (expense) (1,284) (933) (3,397) (1,185)

Income (loss) before income taxes 15,145 (15,544) 3,943 (40,325)

Provision for income taxes

136 342 229 621

Net income (loss) $ 15,009 $ (15,886) $ 3,714 $ (40,946)

Earnings (loss) per share:

Basic $ 0.11 $ (0.13) $ 0.03 $ (0.32)

Diluted $ 0.11 $ (0.13) $ 0.03 $ (0.32)

Weighted-average shares used in computing earnings (loss) per share:

Basic 130,522 126,997 129,948 126,519

Diluted 135,898 126,997 135,951 126,519

3027 Townsgate Road, Suite 300 Westlake Village, CA 91361 | arcutis.com

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Local phone number for entity.

+ References

No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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Trading symbol of an instrument as listed on an exchange.

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No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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