Sec Form 4 Filing - ORTH ANDREW C. @ Krystal Biotech, Inc. - 2023-02-28

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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
ORTH ANDREW C.
2. Issuer Name and Ticker or Trading Symbol
Krystal Biotech, Inc. [ KRYS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Commercial Officer
(Last) (First) (Middle)
C/O KRYSTAL BIOTECH, INC., 2100 WHARTON STREET, SUITE 701
3. Date of Earliest Transaction (MM/DD/YY)
02/28/2023
(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 100 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
Stock Option (Right to Buy) $ 81.91 02/28/2023 A 20,000 ( 1 ) 02/28/2033 Common Stock 20,000 $ 0 20,000 D
Performance Stock Units ( 2 ) 02/28/2023 A 10,000 ( 3 ) ( 4 ) ( 5 ) Common Stock 10,000 ( 3 ) $ 0 10,000 ( 3 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ORTH ANDREW C.
C/O KRYSTAL BIOTECH, INC.
2100 WHARTON STREET, SUITE 701
PITTSBURGH, PA15203
Chief Commercial Officer
Signatures
/s/ Andrew Orth 02/28/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The option vests in four equal annual installments beginning on February 28, 2024.
( 2 )Each performance stock unit ("PSU") represents a contingent right to receive one share of the Company's common stock, subject to the achievement of certain performance criteria, 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.
( 3 )The number of PSUs in this column represents the number of shares of common stock the Reporting Person will receive assuming achievement of all of the corporate performance criteria set by the Company's Compensation Committee for this award.
( 4 )If any applicable portion of the performance criteria have been achieved, the award shall vest in two equal annual installments (February 28, 2024 and February 28, 2025).
( 5 )If the performance criteria are not achieved, the portion of the award which was capable of vesting on that date will expire.

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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