SEC Form 4 · accession 0001493152-26-039048
Dermata Therapeutics, Inc. · DRMA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerald T Proehl
Officer — PRESIDENT, CHAIRMAN, CEO · Director · 10% Owner
Period of report
Aug 16, 2025
Accepted (ET)
Aug 18, 2026 · 5:25 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001853816
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F5 | Aug 16, 2026 | A | 170,068 | — | A | 292,631 | I | By Sean Michael Proehl 2020 Irrevocable Trust Dated December 18, 2020 |
| Common Stock | holding | — | — | — | 24 | D | ||
| Common StockF5 | holding | — | — | — | 7 | I | By Allison Taylor Proehl 2020 Irrevocable Trust | |
| Common StockF5 | holding | — | — | — | 3 | I | By Meghan Proehl Wilder 2020 Irrevocable Trust | |
| Common StockF5 | holding | — | — | — | 79,950 | I | By Proehl Investment Ventures LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series E Warrant (Right to Buy)F2,F5,F3 | $1.47 | Aug 16, 2026 | A | 1,360,544 | A | — | — | Common Stock | 1,360,544 | 1,360,544 | I |
| Series F Warrant (Right to Buy)F2,F5,F4 | $1.47 | Aug 16, 2026 | A | 1,360,544 | A | — | — | Common Stock | 1,360,544 | 1,360,544 | I |
| Series E Warrant (Right to Buy)F2,F5,F3 | $1.47 | Aug 16, 2026 | A | 170,068 | A | — | — | Common Stock | 170,068 | 170,068 | I |
| Series F Warrant (Right to Buy)F2,F5,F4 | $1.47 | Aug 16, 2026 | A | 170,068 | A | — | — | Common Stock | 170,068 | 170,068 | I |
| Pre-Funded Warrant (Right to Buy)F2,F5,F6,F3 | $0.001 | Aug 16, 2026 | A | 1,360,544 | A | Aug 16, 2026 | — | Common Stock | 1,360,544 | 1,360,544 | I |
Explanation of responses
- F1The shares of common stock and accompanying warrants reported herein were purchased together by the Reporting Person from the Issuer in a private placement (the "Private Placement"), which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Each share of common stock (or pre-funded warrant in lieu thereof) was purchased together with (i) a series E warrant to purchase one share of common stock and (ii) a series F warrant to purchase one share of common stock.
- F2The purchase price per share of common stock and accompanying warrants was $1.47 and the purchase price of each pre-funded warrant and accompanying warrants was $1.469.
- F3This warrant will become exercisable beginning on the effective date of stockholder approval of the issuance of the shares of Common stock issuable upon exercise of the warrants. The warrant will expire five years from the effective date of stockholder approval. The warrant cannot be exercised by the Reporting Person if, after giving effect thereto, the Reporting Person, together with his/her affiliates, would beneficially own, as determined in accordance with Section 13(d) of the Exchange Act, more than 9.99% of the number of shares of the common stock outstanding immediately after giving effect to such exercise, subject to certain exceptions.
- F4This warrant will become exercisable beginning on the effective date of stockholder approval of the issuance of the shares of common stock issuable upon exercise of the warrants. The warrant will expire two years from the effective date of stockholder approval. The warrant cannot be exercised by the Reporting Person if, after giving effect thereto, the Reporting Person, together with his/her affiliates, would beneficially own, as determined in accordance with Section 13(d) of the Exchange Act, more than 9.99% of the number of shares of the common stock outstanding immediately after giving effect to such exercise, subject to certain exceptions.
- F5The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F6The pre-funded warrant has no expiration date.