SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Tester Jason E. (Last) (First) (Middle) C/OTARSUS PHARMACEUTICALS, INC. 15440 LAGUNA CANYON ROAD, SUITE 160 (Street) IRVINE CA 92618 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Tarsus Pharmaceuticals, Inc. [ TARS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/20/2020
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	10/20/2020		C		21,575	A	(1)	21,575	I	By Tester Living Trust(2)
Common Stock	10/20/2020		C		3,698	A	(1)	25,273	I	By Tester Living Trust(2)
Common Stock	10/20/2020		P		3,125	A	$16	28,398	I	By Tester Living Trust(2)
Common Stock	10/20/2020		C		1,434,790	A	(1)	1,434,790	I	By Horowitz Limited Partnership VIII(3)
Common Stock	10/20/2020		C		245,966	A	(1)	1,680,756	I	By Horowitz Limited Partnership VIII(3)
Common Stock	10/20/2020		C		71,427	A	(1)	1,752,183	I	By Horowitz Limited Partnership VIII(3)
Common Stock	10/20/2020		P		168,750	A	$16	1,920,933	I	By Horowitz Limited Partnership VIII(3)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Series A Preferred Stock	(1)	10/20/2020		C			21,575	(1)	(1)	Common Stock	21,575	(1)	0	I	By Tester Living Trust(2)
Series B Preferred Stock	(1)	10/20/2020		C			3,698	(1)	(1)	Common Stock	3,698	(1)	0	I	By Tester Living Trust(2)
Series A Preferred Stock	(1)	10/20/2020		C			1,434,790	(1)	(1)	Common Stock	1,434,790	(1)	0	I	By Horowitz Limited Partnership VIII(3)
Series B Preferred Stock	(1)	10/20/2020		C			245,966	(1)	(1)	Common Stock	245,966	(1)	0	I	By Horowitz Limited Partnership VIII(3)
Series C Preferred Stock	(1)	10/20/2020		C			71,427	(1)	(1)	Common Stock	71,427	(1)	0	I	By Horowitz Limited Partnership VIII(3)

Explanation of Responses:

1. Immediately prior to the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series B Preferred Stock, and Series C Preferred Stock (collectively, the "Preferred Stock") automatically converted into shares of the Issuer's common stock, par value $0.0001 per share, on a one-for-one basis. The shares of Preferred Stock had no expiration date.

2. The Reporting Person is the trustee of the Tester Living Trust, and has voting and dispositive power with respect to these shares.

3. The shares are held directly by Horowitz Limited Partnership VIII. The Reporting Person is the Chief Financial Officer of Horowitz Management, Inc., the managing partner of Horowitz Limited Partnership VIII. The Reporting Person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Leo Greenstein, attorney-in-fact	10/20/2020
	** 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 4 (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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