Julian S. Gangolli - Feb 4, 2025 Form 4 Insider Report for Revance Therapeutics, Inc. (RVNC)

Role: Director
Signature: /s/ Dwight Moxie, Attorney-in-Fact
Stock symbol: RVNC
Transactions as of: Feb 4, 2025
Transactions value $: -$109,887
Form type: 4
Date filed: 2/6/2025, 08:06 PM
Previous filing: Oct 3, 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RVNC	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction	-$110K	-30.1K	-66.75%	$3.65	15K	Feb 4, 2025	Direct	F1
transaction	RVNC	Common Stock	Disposed to Issuer		-15K	-100%		0	Feb 6, 2025	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Julian S. Gangolli is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	The reported securities were disposed of pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated as of December 7, 2024 (as subsequently amended, the "Merger Agreement"), by and among the Issuer, Crown Laboratories, Inc., a Delaware corporation ("Parent"), Reba Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub," and together with Parent, the "Buyer Parties"), pursuant to which Merger Sub completed a cash tender offer (the "Offer") for all of the issued and outstanding shares of common stock, par value $0.001 per share (the "Shares"), of the Issuer at a purchase price of $3.65 per share, without interest, and subject to any applicable withholding taxes (the "Per Share Price"). These Issuer Shares were tendered for purchase pursuant to the Offer.
F2	Pursuant to the Merger Agreement, each Issuer restricted stock award held by a non-employee member of the Issuer board then outstanding and not vested was canceled and converted into the right to receive the Per Share Price.

Content

The reported securities were disposed of pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated as of December 7, 2024 (as subsequently amended, the "Merger Agreement"), by and among the Issuer, Crown Laboratories, Inc., a Delaware corporation ("Parent"), Reba Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub," and together with Parent, the "Buyer Parties"), pursuant to which Merger Sub completed a cash tender offer (the "Offer") for all of the issued and outstanding shares of common stock, par value $0.001 per share (the "Shares"), of the Issuer at a purchase price of $3.65 per share, without interest, and subject to any applicable withholding taxes (the "Per Share Price"). These Issuer Shares were tendered for purchase pursuant to the Offer.

Pursuant to the Merger Agreement, each Issuer restricted stock award held by a non-employee member of the Issuer board then outstanding and not vested was canceled and converted into the right to receive the Per Share Price.