Sec Form 4 Filing - Foley Mark J @ Revance Therapeutics, Inc. - 2020-07-23

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 Foley Mark J 2. Issuer Name and Ticker or Trading Symbol Revance Therapeutics, Inc. [ RVNC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO & President (Last) (First) (Middle) C/O REVANCE THERAPEUTICS, INC., 7555 GATEWAY BLVD. 3. Date of Earliest Transaction (MM/DD/YY) 07/23/2020 (Street) NEWARK, CA94560 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 07/23/2020 A 264,439 A 835,670 D Common Stock 07/23/2020 A 50,913 A 70,913 I See footnote ( 2 ) Common Stock 10/13/2020 F 66,106 ( 3 ) D $ 27.62 769,564 D

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Foley Mark J C/O REVANCE THERAPEUTICS, INC. 7555 GATEWAY BLVD. NEWARK, CA94560 X CEO & President Signatures /s/ Gordon Ho, Attorney-in-Fact 10/15/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On July 23, 2020. the Issuer completed acquisition (the "Merger") of Hint, Inc. ("HintMD") pursuant to that certain Agreement and Plan of Merger, dated as of May 18, 2020, by and among the Issuer, HeartMerger Sub, Inc., direct wholly-owned subsidiary of the Issuer, HintMD, and Fortis Advisors LLC, solely in its capacity as the securityholders' representative (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, at the closing of the Merger, the shares held by Mr. Foley and the Foley Family Trust in HintMD were automatically cancelled and converted into the right to receive shares of common stock of the Issuer. ( 2 )These shares are held by the Mark and Dana Foley, Trustees, Foley Family Trust U/A DTD 4/10/2002. ( 3 )Represents the number of shares withheld by and surrendered to the Issuer on October 13, 2020, to satisfy tax withholding obligations that arose in connection with the vesting of a Restricted Stock award ("RSA") for 133,332 shares. The RSA vests in three equal annual installments from October 13, 2019, subject to Mr. Foley's Continuous Service (as defined in the Issuer's 2014 Equity Incentive Plan) on each vesting date.

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