Sec Form 4 Filing - Krishnan Krish S @ Krystal Biotech, Inc. - 2025-02-26

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Krishnan Krish S
2. Issuer Name and Ticker or Trading Symbol
Krystal Biotech, Inc. [ KRYS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O KRYSTAL BIOTECH, INC., 2100 WHARTON STREET, SUITE 701
3. Date of Earliest Transaction (MM/DD/YY)
02/26/2025
(Street)
PITTSBURGH, PA15203
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/26/2025 F 4,721 ( 1 ) D $ 176.39 ( 2 ) 1,532,541 D
Common Stock 02/28/2025 M 12,500 ( 3 ) A $ 0 1,545,041 D
Common Stock 02/28/2025 F 5,786 ( 4 ) D $ 179.25 ( 5 ) 1,539,255 D
Common Stock 02/28/2025 M 8,750 ( 6 ) A $ 0 1,548,005 D
Common Stock 02/28/2025 F 4,050 ( 7 ) D $ 179.25 ( 5 ) 1,543,955 D
Common Stock 02/28/2025 M 26,250 ( 8 ) A $ 0 1,570,205 D
Common Stock 02/28/2025 F 12,149 ( 9 ) D $ 179.25 ( 5 ) 1,558,056 D
Common Stock 02/28/2025 M 7,500 ( 10 ) ( 11 ) A $ 0 1,483,382 I By Spouse ( 12 )
Common Stock 02/28/2025 F 3,471 ( 11 ) ( 13 ) D $ 179.25 ( 5 ) 1,479,911 I By Spouse ( 12 )
Common Stock 02/28/2025 M 22,500 ( 11 ) ( 14 ) A $ 0 1,502,411 I By Spouse ( 12 )
Common Stock 02/28/2025 F 10,414 ( 11 ) ( 15 ) D $ 179.25 ( 5 ) 1,491,997 I By Spouse ( 12 )
Common Stock 02/26/2025 F 3,286 ( 11 ) ( 16 ) D $ 176.39 ( 2 ) 1,488,711 I By Spouse ( 12 )
Common Stock 90,000 I By Krishnan Spousal Trust
Common Stock 50,000 I By Krishnan Family Trust ( 17 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Units ( 3 ) 02/28/2025 02/28/2025 M 12,500 ( 3 ) ( 3 ) Common Stock 12,500 $ 0 0 D
Restricted Stock Units ( 6 ) 02/28/2025 02/28/2025 M 8,750 ( 6 ) ( 6 ) Common Stock 8,750 $ 0 26,250 D
Performance Stock Units ( 8 ) 02/28/2025 02/28/2025 M 26,250 ( 8 ) ( 8 ) Common Stock 26,250 $ 0 26,250 D
Stock Option (Right to Buy) $ 179.25 02/28/2025 A 39,300 ( 18 ) 02/28/2035 Common Stock 39,300 $ 0 39,300 D
Restricted Stock Units ( 19 ) 02/28/2025 A 22,900 ( 20 ) ( 21 ) ( 21 ) Common Stock 22,900 $ 0 22,900 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Krishnan Krish S
C/O KRYSTAL BIOTECH, INC.
2100 WHARTON STREET, SUITE 701
PITTSBURGH, PA15203
X X President and CEO
Signatures
/s/ Krish S. Krishnan 02/28/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the number of shares of common stock surrendered to the Company for tax withholding upon the vesting of 10,200 shares of restricted stock on February 26, 2025. 40,800 Restricted Stock Awards ("RSAs") were granted on February 26, 2021, to the Reporting Person. Each RSA represented a contingent right to receive one share of the Company's common stock, subject to the Reporting Person's continued service to the Company on each applicable vesting date. The RSAs vested in four equal annual installments beginning on February 26, 2022.
( 2 )The closing price on February 26, 2025 of the Company's common stock on the Nasdaq Global Select Market.
( 3 )25,000 performance stock units ("PSUs") were granted on February 28, 2023. Each PSU represented a contingent right to receive one share of the Company's common stock, subject to the achievement of certain performance criteria during the year ended December 31, 2023, as approved by the Company's Compensation Committee, and the Reporting Person's continued service to the Company on each applicable vesting date following such achievement. The PSUs vest ratably over a two-year period. All of the performance criteria were achieved and one-half of the PSUs granted, or 12,500 PSUs, vested on February 28, 2024, and the other 12,500 PSUs vested on February 28, 2025.
( 4 )Represents the number of shares of common stock surrendered to the Company for tax withholding upon the vesting of 12,500 PSUs on February 28, 2025.
( 5 )The closing price on February 28, 2025 of the Company's common stock on the Nasdaq Global Select Market.
( 6 )35,000 restricted stock units ("RSUs") were granted on February 29, 2024. Each RSU represented a contingent right to receive one share of the Company's common stock, subject to the Reporting Person's continued service to the Company on each applicable vesting date. The RSUs vest ratably over a four-year period with the first installment, or 8,750 RSUs, vesting on February 28, 2025.
( 7 )Represents the number of shares of common stock surrendered to the Company for tax withholding upon the vesting of 8,750 RSUs on February 28, 2025.
( 8 )52,500 performance stock units ("PSUs") were granted on February 29, 2024. Each PSU represented a contingent right to receive one share of the Company's common stock, subject to the achievement of certain performance criteria during the year ended December 31, 2024, as approved by the Company's Compensation Committee, and the Reporting Person's continued service to the Company on each applicable vesting date following such achievement. The PSUs vest ratably over a two-year period. All of the performance criteria were achieved and one-half of the PSUs granted, or 26,250 PSUs, vested on February 28, 2025.
( 9 )Represents the number of shares of common stock surrendered to the Company for tax withholding upon the vesting of 26,250 PSUs on February 28, 2025.
( 10 )15,000 PSUs were granted on February 28, 2023, to the Reporting Person's spouse, Suma M. Krishnan. Each PSU represented a contingent right to receive one share of the Company's common stock, subject to the achievement of certain performance criteria during the year ended December 31, 2023, as approved by the Company's Compensation Committee, and the Reporting Person's spouse continued service to the Company on each applicable vesting date following such achievement. All of the performance criteria were achieved and one-half of the PSUs granted, or 7,500 PSUs, vested on February 28, 2024, and the other 7,500 PSUs vested on February 28, 2025.
( 11 )These same shares are also being reported on a Form 4 by the Reporting Person's spouse, Suma M. Krishnan.
( 12 )Directly beneficially owned by Suma M. Krishnan, the spouse of the Reporting Person.
( 13 )Represents number of shares of common stock surrendered to the Company for tax withholding by the Reporting Person's spouse, Suma M. Krishnan, upon the vesting of 7,500 PSUs on February 28, 2025.
( 14 )45,000 PSUs were granted on February 29, 2024, to the Reporting Person's spouse, Suma M. Krishnan. Each PSU represented a contingent right to receive one share of the Company's common stock, subject to the achievement of certain performance criteria during the year ended December 31, 2024, as approved by the Company's Compensation Committee, and the Reporting Person's spouse continued service to the Company on each applicable vesting date following such achievement. All of the performance criteria were achieved and one-half of the PSUs granted, or 22,500 PSUs, vested on February 28, 2025.
( 15 )Represents number of shares of common stock surrendered to the Company for tax withholding by the Reporting Person's spouse, Suma M. Krishnan, upon the vesting of 22,500 PSUs on February 28, 2025.
( 16 )Represents number of shares of common stock surrendered to the Company for tax withholding by the Reporting Person's spouse, Suma M. Krishnan, upon the vesting of 7,100 shares of restricted stock on February 26, 2025. 28,400 RSAs were granted on February 26, 2021, to the Reporting Person's spouse, Suma M. Krishnan. Each RSA represented a contingent right to receive one share of the Company's common stock, subject to the Reporting Person's spouse continued service to the Company on each applicable vesting date. The RSAs vested in four equal annual installments beginning on February 26, 2022.
( 17 )Directly beneficially owned by the Krishnan Family Trust. The Reporting Person and his spouse are each joint beneficial owners of the trust with joint voting and investment control.
( 18 )The option vests in four equal annual installments beginning on February 28, 2026.
( 19 )Each RSU represents a contingent right to receive one share of the Company's common stock, subject to the Reporting Person's continued service to the Company on each applicable vesting date.
( 20 )The number of RSUs in this column represents the number of shares of common stock the Reporting Person will receive assuming the Reporting Person's continued service to the Company on all applicable vesting dates.
( 21 )The RSUs vest in four equal annual installments with the first installment vesting on February 28, 2026.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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