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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39614 TA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) May 6, 2026 TARSUS PHARMACEUTICALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) May 6, 2026 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission

Tarsus Reports First Quarter 2026 Financial Results and Recent Business Achievements Generated first quarter XDEMVY® net product sales of more than $145 million, an increase of more than 85% year-over-year Reaffirmed full-year 2026 guidance of $670-7

Tarsus Reports First Quarter 2026 Financial Results and Recent Business Achievements Generated first quarter XDEMVY® net product sales of more than $145 million, an increase of more than 85% year-over-year Reaffirmed full-year 2026 guidance of $670-700 million of XDEMVY net product sales and peak sales potential exceeding $2 billion Nearly half of core eye care professionals are prescribing XDEMVY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

2025 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION RE

arsfiling-42826 2025 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________ SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities E

tarsuspharmaceuticalsinc UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Calculation of Filing Fee Tables Form S-8 (Form Type) Tarsus Pharmaceuticals, Inc. (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Tarsus Pharmaceuticals, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 23, 2026 TARSUS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 23, 2026 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation or or

Tarsus Reports Fourth Quarter and Full-Year 2025 Financial Results and Recent Business Achievements Generated full-year 2025 net product sales of XDEMVY® of $451.4 million, an increase of more than 150% year-over-year Providing expected XDEMVY peak s

Tarsus Reports Fourth Quarter and Full-Year 2025 Financial Results and Recent Business Achievements Generated full-year 2025 net product sales of XDEMVY® of $451.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39614 TARSUS PHARMACEUTICALS, IN

As filed with the Securities and Exchange Commission on February 23, 2026

As filed with the Securities and Exchange Commission on February 23, 2026 Registration No.

Tarsus Pharmaceuticals Appoints Renowned Biopharmaceutical Leader and Former Allergan CEO, David Pyott, to its Board of Directors IRVINE, Calif., Feb. 18, 2026 – Tarsus Pharmaceuticals, Inc. (NASDAQ: TARS) today announced the appointment of David E.

tarsuspharmaceuticalsapp Tarsus Pharmaceuticals Appoints Renowned Biopharmaceutical Leader and Former Allergan CEO, David Pyott, to its Board of Directors IRVINE, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) February 18, 2026 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) February 18, 2026 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

Building the Future of Eye Care January 2026 Vivian, an XDEMVY patient. 2 | © Tarsus Pharmaceuticals | For Investor Purposes Only Forward-looking Statements This presentation contains forward-looking statements that involve risks and uncertainties. T

tarsuscorporatepresentat Building the Future of Eye Care January 2026 Vivian, an XDEMVY patient.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 12, 2026 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 12, 2026 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) November 4, 2025 TARSUS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) November 4, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3961

Press Release dated November 4, 2025.

Tarsus Reports Third Quarter 2025 Financial Results and Recent Business Achievements Delivered quarterly XDEMVY® net sales of approximately $119 million, up approximately 147% year-over-year Weekly multi-patient prescribers grew approximately 30% in the third quarter underscoring strong commercial momentum Management to host conference call today, November 4, 2025, at 1:30 p.

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144 0001827672 XXXXXXXX LIVE 0001819790 TARSUS PHARMACEUTICALS INC 001-39614 15440 Laguna Canyon Road Suite 160 Irvine CA 92618 949-418-1801 Bobak Azamian Living Trust Officer COMMON MERRILL LYNCH 520 NEWPORT CENTER DRIVE 20TH FLOOR NEWPORT BEACH CA 92660 6000 332208.

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144 0001228684 XXXXXXXX LIVE 0001819790 Tarsus Pharmaceuticals, Inc. 001-39614 15440 LAGUNA CANYON ROAD IRVINE CA 92618 (949) 409-9820 LINK WILLIAM J PHD Director Class A Merrill Lynch 520 Newport Center Dr Ste 20 Newport Beach CA 92660 27116 1546000.00 42214106 09/08/2025 Nasdaq Class A 12/13/2019 Private Placement William Link N 27116 12/13/2019 Cash Y William Link selling Tarsus via the Link Fa

Amended and Restated License Agreement, dated June 3, 2022, between the Registrant and Elanco Tiergesundheit AG.

amendmentdatedmay12025to CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, AND HAS BEEN MARKED WITH “[***]” TO INDICATE WHERE OMISSIONS HAVE BEEN MADE.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39614 TAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) August 6, 2025 TARSUS PHARMACEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) August 6, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Tarsus Reports Second Quarter 2025 Financial Results and Recent Business Achievements Record quarterly net product sales of $102.7 million achieved within two years of our XDEMVY® launch, an increase of 152% year over year Direct-To-Consumer campaign

Tarsus Reports Second Quarter 2025 Financial Results and Recent Business Achievements Record quarterly net product sales of $102.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 12, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) May 1, 2025 TARSUS PHARMACEUTICALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) May 1, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614

Tarsus Reports First Quarter 2025 Financial Results and Recent Business Achievements Generated $78.3 million in net product sales of XDEMVY®, an increase of 217% year over year and 18% over Q4 2024, and dispensed approximately 72,000 bottles to patie

Tarsus Reports First Quarter 2025 Financial Results and Recent Business Achievements Generated $78.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________ SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities E

tarsuspharmaceuticalsinc UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

2024 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION RE

2024 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 14, 2025 TARSUS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 14, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commis

Calculation of Filing Fee Tables (Form Type) Tarsus Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Tarsus Pharmaceuticals, Inc.

Tarsus Announces Proposed $100.0 Million Public Offering

Exhibit 99.1 Tarsus Announces Proposed $100.0 Million Public Offering IRVINE, Calif., March 12, 2025 (GLOBAL NEWSWIRE) — Tarsus Pharmaceuticals, Inc. (Nasdaq: TARS) (the “Company” or “Tarsus”) today announced the commencement of an underwritten public offering of $100.0 million of shares of its common stock. Tarsus also intends to grant the underwriters a 30-day option to purchase up to an additio

2,808,988 Shares of Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-277523 PROSPECTUS SUPPLEMENT (To Prospectus dated February 29, 2024) 2,808,988 Shares of Common Stock Tarsus Pharmaceuticals, Inc. is offering 2,808,988 shares of its common stock. Our common stock is listed and trades on the Nasdaq Global Select Market under the symbol “TARS.” On March 12, 2025, the last reported sale pr

Underwriting Agreement, dated March 12, 2025, by and among the Company, Goldman Sachs & Co. LLC, BofA Securities, Inc., and Barclays Capital Inc.

Exhibit 1.1 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 2,808,988 Shares of Common Stock UNDERWRITING AGREEMENT Dated: March 12, 2025 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 2,808,988 Shares of Common Stock UNDERWRITING AGREEMENT March 12, 2025 Goldman Sachs & Co. LLC BofA Securities, Inc. Barclays Capital Inc. as Representatives of the several Underwriters c/o Goldman Sach

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2025 TARSUS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission

Tarsus Announces Pricing of Upsized $125.0 Million Public Offering

Exhibit 99.2 Tarsus Announces Pricing of Upsized $125.0 Million Public Offering IRVINE, Calif., March 12, 2025 — Tarsus Pharmaceuticals, Inc. (Nasdaq: TARS) (the “Company” or “Tarsus”) today announced the pricing of an upsized underwritten public offering of 2,808,988 shares of its common stock at a public offering price of $44.50 per share. In addition, Tarsus has granted the underwriters a 30-da

Subject to Completion, Dated March 12, 2025

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-277523 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to the securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement and the accompanying prospectus

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39614 TARSUS PHARMACEUTICALS, IN

, between the Registrant and Discovery Business Center LLC.

TARSUS PHARMACEUTICALS, INC. 15420 Laguna Canyon Road-STE 250 and 15440 Laguna Canyon Rd-STES 100, 130, 150 and 200-T5 12/9/24-OPP-049812 1 LEASE TERMINATION AGREEMENT I. PARTIES AND DATE. THIS LEASE TERMINATION AGREEMENT ("Agreement") is made and entered into as of \fed\ , by and between DISCOVERY BUSINESS CENTER LLC, a Delaware limited liability company, hereafter called “Landlord,” and TARSUS P

Tarsus Pharmaceuticals, Inc. Insider Trading Policy

Tarsus P harmaceuticals, Inc. Insider Trading Policy (as of March 9, 2023 – Schedules updated Nov. 13, 2024) Insider Trading Policy Exhibit 19.1 Tarsus P harmaceuticals, Inc. Insider Trading Policy (as of March 9, 2023 – Schedules updated Nov. 13, 2024) Table of Contents Page Introduction ..............................................................................................................

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 25, 2025 TARSUS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 25, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation or or

LianBio Development Co., Ltd., Xi An Grand Chang An Pharmaceutical Co., Ltd.

CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, AND HAS BEEN MARKED WITH “[***]” TO INDICATE WHERE OMISSIONS HAVE BEEN MADE.

As filed with the Securities and Exchange Commission on February 25, 2025

As filed with the Securities and Exchange Commission on February 25, 2025 Registration No.

between the Registrant and

CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, AND HAS BEEN MARKED WITH “[***]” TO INDICATE WHERE OMISSIONS HAVE BEEN MADE.

, dated December 16, 2024, between the Registrant and

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Tarsus Pharmaceuticals, Inc.

Tarsus Reports Strong Fourth Quarter and Full-Year 2024 Financial Results and Recent Business Achievements Generated fourth quarter and full-year 2024 net product sales of XDEMVY® of $66.4 million and $180.1 million, respectively, during the first fu

Tarsus Reports Strong Fourth Quarter and Full-Year 2024 Financial Results and Recent Business Achievements Generated fourth quarter and full-year 2024 net product sales of XDEMVY® of $66.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 15, 2025 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 15, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

Expert Leadership Team with Broad Range of Eye Care and Biotech Experience Bobby Azamian, MD, PhD Jeff Farrow Aziz Mottiwala Sesha Neervannan, PhD CEO & Chairman Chief Financial & Strategy Officer Chief Commercial Officer Chief Operating Officer Brya

Exhibit 99.1 The Future of Eye Care Begins Here January 2025 ® Matt, an XDEMVY Patient Forward-Looking Statements Statements in this presentation about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements.” These include statements regarding the potential commercial success and growth o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 13, 2025 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 13, 2025 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 16, 2024 TARSUS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 16, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Com

TARS / Tarsus Pharmaceuticals, Inc. / PRUDENTIAL FINANCIAL INC Passive Investment

SC 13G 1 fintarsus.htm DOCUMENT TYPE SC 13G TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Name of Issuer: TARSUS PHARMACEUTICALS INC Title of Class of Securities: Common Stock CUSIP Number: 87650L103 1) NAME AND I.R.S. IDENTIFICATION NO. OF REPORTING PERSON Prudential Financial, Inc. 22-3703799 2.) MEMBER OF A GROUP: (a) N/A (

TARS / Tarsus Pharmaceuticals, Inc. / Cormorant Asset Management, LP Passive Investment

SC 13G/A 1 cormorant-tars093024a5.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

TARS / Tarsus Pharmaceuticals, Inc. / Paradigm Biocapital Advisors LP - SC 13G/A Passive Investment

SC 13G/A 1 tm2427604d12sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 87650L103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this sta

Tarsus Reports Third Quarter and Year-to-Date 2024 Financial Results and Recent Business Achievements Generated $48.1 million in XDEMVY® net product sales driven by more than 41,400 bottles delivered to patients in the third quarter Strengthened paye

Tarsus Reports Third Quarter and Year-to-Date 2024 Financial Results and Recent Business Achievements Generated $48.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) November 13, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

TARS / Tarsus Pharmaceuticals, Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 UnitedStates13GTarsusPhar.txt 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* (Name of Issuer) Tarsus Pharmaceuticals Inc (Title of Class o

TARS / Tarsus Pharmaceuticals, Inc. / JENNISON ASSOCIATES LLC - TARS09302024 13G Passive Investment

SC 13G 1 TARS093024.txt TARS09302024 13G Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)* September 30, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this schedule is filed: (X) Rule 13d-1(b) ( ) Rule 13d-1(c) ( ) Rule 13d-1(d) Name of

TARS / Tarsus Pharmaceuticals, Inc. / BlackRock, Inc. Passive Investment

SC 13G/A 1 us87650l1035110824.txt us87650l1035110824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) Tarsus Pharmaceuticals, Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 87650L103 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appr

AGREEMENT

EX-99.A 2 d898648dex99a.htm EX-99.A EXHIBIT A AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Tarsus Pharmaceuticals, Inc. Date: November 6, 2024 FRAZIER LIFE SCIENCES IX,

TARS / Tarsus Pharmaceuticals, Inc. / Frazier Life Sciences IX, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 d898648dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L 103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 1, 2024 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 1, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

TARS / Tarsus Pharmaceuticals, Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 UnitedStates13GTarsusPhar.txt 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* (Name of Issuer) Tarsus Pharmaceuticals Inc (Title of Class of

TARS / Tarsus Pharmaceuticals, Inc. / BlackRock, Inc. Passive Investment

us87650l1035102124.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) Tarsus Pharmaceuticals, Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 87650L103 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

Tarsus Reports Second Quarter and Year-to-Date 2024 Financial Results and Recent Business Achievements Generated $40.8 million in XDEMVY® net product sales in the second quarter and $65.5 million year-to-date Delivered more than 37,000 bottles of XDE

Tarsus Reports Second Quarter and Year-to-Date 2024 Financial Results and Recent Business Achievements Generated $40.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614 T

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) August 8, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Biopharma Credit PLC, Biopharma Credit Investments V (Master) LP, and BPCR Limited Partnership

Exhibit 10.1 LOAN AGREEMENT Dated as of April 18, 2024 among TARSUS PHARMACEUTICALS, INC. (as Borrower, and a Credit Party), THE GUARANTORS SIGNATORY HERETO OR OTHERWISE PARTY HERETO FROM TIME TO TIME (as additional Credit Parties), BIOPHARMA CREDIT PLC (as Collateral Agent), BPCR LIMITED PARTNERSHIP (as a Lender) and BIOPHARMA CREDIT INVESTMENTS V (MASTER) LP (as a Lender) TABLE OF CONTENTS Page

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 13, 2024 TARSUS PHARMACEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 13, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

ation Agreement, dated

1 Separation Agreement The following agreement (“Agreement”) between José M. Trevejo (“you”) and Tarsus Pharmaceuticals, Inc. (the “Company” and, together with you, the “Parties”) confirms your separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of a general release of claims and the obligations set forth in this

Tarsus Reports First Quarter 2024 Financial Results and Recent Business Achievements Generated $24.7 million in net product sales of XDEMVY®, an 89% increase over Q4 2023, and delivered approximately 26,000 bottles of XDEMVY to patients Secured multi

Tarsus Reports First Quarter 2024 Financial Results and Recent Business Achievements Generated $24.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) May 8, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy S

2023 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION RE

2023 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________ SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confide

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 19, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commis

Tarsus Strengthens Financial Position and Refinances Existing Debt with $200 Million Non-dilutive Financing Commitment from Pharmakon IRVINE, Calif., April 23, 2024 (GLOBE NEWSWIRE) – Tarsus Pharmaceuticals, Inc. (NASDAQ: TARS), whose mission is to f

Tarsus Strengthens Financial Position and Refinances Existing Debt with $200 Million Non-dilutive Financing Commitment from Pharmakon IRVINE, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 5, 2024 TARSUS PHARMACEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 5, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Tarsus Announces Proposed $100.0 Million Public Offering

Exhibit 99.1 Tarsus Announces Proposed $100.0 Million Public Offering IRVINE, Calif., February 29, 2024 (GLOBAL NEWSWIRE) — Tarsus Pharmaceuticals, Inc. (Nasdaq: TARS) (the “Company” or “Tarsus”), whose mission is to focus on unmet needs and apply proven science and new technology to revolutionize treatment for patients, starting with eye care, today announced the commencement of an underwritten p

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 29, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Form of Pre-Funded Warrant

Exhibit 4.1 TARSUS PHARMACEUTICALS, INC. [FORM OF] WARRANT TO PURCHASE SHARES OF COMMON STOCK Number of Shares: [•] (subject to adjustment) Warrant No. CS-[•] Original Issue Date: March [ ], 2024 Tarsus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [•] or its r

Underwriting Agreement, dated February 29, 2024, by and among the Company, Goldman Sachs & Co. LLC, BofA Securities, Inc. and Guggenheim Securities, LLC.

Exhibit 1.1 Execution Version TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 2,812,500 Shares of Common Stock Pre-Funded Warrants to Purchase 312,500 Shares of Common Stock UNDERWRITING AGREEMENT Dated: February 29, 2024 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 2,812,500 Shares of Common Stock Pre-Funded Warrants to Purchase 312,500 Shares of Common Stock UNDERWRITING AGREEMENT

Tarsus Announces Pricing of $100.0 Million Public Offering

Exhibit 99.2 Tarsus Announces Pricing of $100.0 Million Public Offering IRVINE, Calif., February 29, 2024 — Tarsus Pharmaceuticals, Inc. (Nasdaq: TARS) (the “Company” or “Tarsus”), whose mission is to focus on unmet needs and apply proven science and new technology to revolutionize treatment for patients, starting with eye care, today announced the pricing of an underwritten public offering of 2,8

Calculation of Filing Fee Tables (Form Type) Tarsus Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forwar

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Tarsus Pharmaceuticals, Inc.

2,812,500 Shares of Common Stock Pre-Funded Warrants to Purchase 312,500 Shares of Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-277523 PROSPECTUS SUPPLEMENT (To Prospectus dated February 29, 2024) 2,812,500 Shares of Common Stock Pre-Funded Warrants to Purchase 312,500 Shares of Common Stock Tarsus Pharmaceuticals, Inc. is offering 2,812,500 shares of its common stock and, in lieu of common stock to a certain investor, pre-funded warrants to purch

As filed with the Securities and Exchange Commission on February 29, 2024

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Tarsus Pharmaceuticals, Inc.

Subject to Completion, Dated February 29, 2024

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-277523 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to the securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement and the accompanying prosp

Form of Indenture with respect to the Securities.

Exhibit 4.5 INDENTURE between TARSUS PHARMACEUTICALS, INC. as Issuer and [TRUSTEE] as Trustee Dated as of    , 20 Providing for the Issuance of Debt Securities in Series TARSUS PHARMACEUTICALS, INC. Reconciliation and tie between the Trust Indenture Act of 1939 and the Indenture Trust Indenture Act Section Indenture Section Sec. 310(a)(1) 607 (a)(2) 607 (b) 608 Sec. 312(c) 701 Sec. 314(a) 703 (c)(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39614 TARSUS PHARMACEUTICALS, IN

Tarsus Pharmaceuticals, Inc. Policy for the Recovery of Erroneously Awarded Compensation.

TARSUS PHARMACEUTICALS, INC. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION 1. Purpose. The purpose of this Policy is to describe the circumstances in which Executive Officers will be required to repay or return Erroneously Awarded Compensation to members of the Company Group. This Policy is designed to comply with, and shall be interpreted to be consistent with, Section 10D of the Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 27, 2024 TARSUS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 27, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation or or

Tarsus Reports Strong Fourth Quarter and Full-Year 2023 Financial Results and Recent Business Achievements Launched XDEMVY® (lotilaner ophthalmic solution) 0.25%, for the treatment of Demodex blepharitis and generated fourth quarter net product sales

Tarsus Reports Strong Fourth Quarter and Full-Year 2023 Financial Results and Recent Business Achievements Launched XDEMVY® (lotilaner ophthalmic solution) 0.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Tarsus Pharmaceuticals, Inc.

, 2023 by and between the Registrant and Jeffrey Farrow.

Tarsus Pharmaceuticals, Inc. March 6, 2023 Jeff Farrow 130 Randall St San Francisco, CA 94131 Sent via email to: [email protected] Dear Jeff: Tarsus Pharmaceuticals, Inc. (the “Company” or “Tarsus”) is pleased to offer you employment, subject to the approval of the Company’s Board of Directors (the “Board”), on the following terms: 1) Position. Your title will be Chief Financial Officer and Chie

As filed with the Securities and Exchange Commission on February 27, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT The Securities Act of 1933 TARSUS PHARMACEUTICALS, INC. (Exact name of R

As filed with the Securities and Exchange Commission on February 27, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

TARS / Tarsus Pharmaceuticals, Inc. / RTW INVESTMENTS, LP - TARSUS PHARMACEUTICALS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule

TARS / Tarsus Pharmaceuticals, Inc. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 2 Passive Investment

SC 13G/A 1 e117245sc13ga2.htm AMENDMENT NO. 2 Securities and Exchange Commission Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Chec

TARS / Tarsus Pharmaceuticals, Inc. / Cormorant Asset Management, LP - AMENDMENT NO. 4 Passive Investment

SC 13G/A 1 schedule13ga.htm AMENDMENT NO. 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate

TARS / Tarsus Pharmaceuticals, Inc. / Vivo Capital IX, LLC - AMENDMENT NO. 3 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig

TARS / Tarsus Pharmaceuticals, Inc. / MORGAN STANLEY - MS INITIAL Passive Investment

SC 13G 1 TarsusPharmaceuticalsTARS.txt MS INITIAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Tarsus Pharmaceuticals, Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 87650L103 - (CUSIP Number) December 31, 2023 - (Date Of Event which Requires Filing of this Statement) Check the

TARS / Tarsus Pharmaceuticals, Inc. / TimesSquare Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of l934 (Amendment No.1)1 TARSUS PHARMACEUTICALS INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87650lL03 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

TARS / Tarsus Pharmaceuticals, Inc. / Cowen Financial Products LLC - COWEN FINANCIAL PRODUCTS LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tarsus Pharmaceuticals Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L103 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

TARS / Tarsus Pharmaceuticals, Inc. / BlackRock Inc. Passive Investment

us87650l1035012624.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Tarsus Pharmaceuticals, Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 87650L103 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

TARS / Tarsus Pharmaceuticals, Inc. / Paradigm Biocapital Advisors LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 87650L103 (CUSIP Number) January 12, 2024 (Date of Event Which Requires Filing of this statement) Check the appropriate box to designate

Joint Filing Agreement

Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock, $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 11, 2024 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 11, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

Leading the Way in Category Creation J A N U A R Y 2 0 2 4 Sulma, an XDEMVY® Patient 2 This presentation contains forward-looking statements that involve risks and uncertainties. Forward-looking statements are neither historical facts nor assurances

a2024tarsuscorporatepres Leading the Way in Category Creation J A N U A R Y 2 0 2 4 Sulma, an XDEMVY® Patient 2 This presentation contains forward-looking statements that involve risks and uncertainties.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 8, 2024 TARSUS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 8, 2024 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

Ersa Phase 2a Study Evaluating TP-03 for the Treatment of MGD in Patients with Demodex Mites Topline Data Presentation December 2023 Legal Disclaimer This presentation contains forward-looking statements that involve risks and uncertainties. Forward-

Ersa Phase 2a Study Evaluating TP-03 for the Treatment of MGD in Patients with Demodex Mites Topline Data Presentation December 2023 Legal Disclaimer This presentation contains forward-looking statements that involve risks and uncertainties.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 11, 2023 TARSUS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 11, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Com

Tarsus Pharmaceuticals, Inc. 15440 Laguna Canyon Road, Suite 160 Irvine, California 92618

Tarsus Pharmaceuticals, Inc. 15440 Laguna Canyon Road, Suite 160 Irvine, California 92618 November 17, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: Tarsus Pharmaceuticals, Inc. Registration Statement on Form S-3, filed November 9, 2023 (File No. 333-275439) Ladies and Gentlemen: Pursuant to Rule 461 under the Securit

LETTER

United States securities and exchange commission logo November 16, 2023 Bobak Azamian, M.

As filed with the Securities and Exchange Commission on November 9, 2023

Table of Contents As filed with the Securities and Exchange Commission on November 9, 2023 Registration No.

Form of Indenture with respect to the Securities.

Exhibit 4.5 INDENTURE between TARSUS PHARMACEUTICALS, INC. as Issuer and [TRUSTEE] as Trustee Dated as of , 20 Providing for the Issuance of Debt Securities in Series TARSUS PHARMACEUTICALS, INC. Reconciliation and tie between the Trust Indenture Act of 1939 and the Indenture Trust Indenture Act Section Indenture Section Sec. 310(a)(1) 607 (a)(2) 607 (b) 608 Sec. 312(c) 701 Sec. 314(a) 703 (c)(1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) November 9, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

Filing Fee Table

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Tarsus Pharmaceuticals, Inc.

Tarsus Reports Third Quarter 2023 Financial Results and Recent Business Achievements Launched XDEMVY® (lotilaner ophthalmic solution) 0.25%, for the treatment of Demodex blepharitis Achieved $1.7 million in net product sales with more than 1,700 disp

Tarsus Reports Third Quarter 2023 Financial Results and Recent Business Achievements Launched XDEMVY® (lotilaner ophthalmic solution) 0.

, 2023, by and among Registrant, Hercules Capital, Inc. and

Exhibit 10.1 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of August 28, 2023 (the “Amendment Effective Date”), is entered into by and among TARSUS PHARMACEUTICALS, INC., a Delaware corporation, and each of its Subsidiaries joined hereafter from time to time pursuant to Section 7.13 of the Loan and Security Agreeme

Separation Agreement, dated May 4, 2023,

Exhibit 10.1 Separation Agreement The following agreement (“Agreement”) between Leonard M. Greenstein (“you”) and Tarsus Pharmaceuticals, Inc. (the “Company” and, together with you, the “Parties”) confirms your separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of a general release of claims and the obligations s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) August 10, 2023 TARSUS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) August 10, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commis

Tarsus Reports Second Quarter 2023 Financial Results and Recent Business Achievements XDEMVY™ (lotilaner ophthalmic solution) 0.25% received FDA approval for the treatment for Demodex blepharitis On track to have XDEMVY and sales force in market by t

Tarsus Reports Second Quarter 2023 Financial Results and Recent Business Achievements XDEMVY™ (lotilaner ophthalmic solution) 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614 T

Form of Executive Severance and Change in Control Agreement.

exhibit102-tarsusformofs TARSUS PHARMACEUTICALS, INC. EXECUTIVE SEVERANCE AND CHANGE IN CONTROL AGREEMENT This Executive Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between [] (the “Executive”) and Tarsus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), effective as of []. This Agreement provides severance and acceleration benefits in c

Tarsus Announces Proposed $100.0 Million Underwritten Public Offering of Shares of its Common Stock

EX-99.1 Exhibit 99.1 Tarsus Announces Proposed $100.0 Million Underwritten Public Offering of Shares of its Common Stock July 31, 2023 IRVINE, Calif., July 31, 2023 (GLOBAL NEWSWIRE) — Tarsus Pharmaceuticals, Inc. (Nasdaq: TARS) (the “Company” or “Tarsus”), whose mission is to focus on unmet needs and apply proven science and new technology to revolutionize treatment for patients, starting with ey

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 31, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission

Tarsus Announces Pricing of $100.0 Million Underwritten Public Offering of Common Stock

EX-99.2 Exhibit 99.2 Tarsus Announces Pricing of $100.0 Million Underwritten Public Offering of Common Stock IRVINE, Calif., August 1, 2023 — Tarsus Pharmaceuticals, Inc. (Nasdaq: TARS) (the “Company” or “Tarsus”), whose mission is to focus on unmet needs and apply proven science and new technology to revolutionize treatment for patients, starting with eye care, today announced the pricing of an u

5,714,285 Shares Common Stock

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-260665 PROSPECTUS SUPPLEMENT (To Prospectus dated November 5, 2021) 5,714,285 Shares Common Stock Tarsus Pharmaceuticals, Inc. is offering 5,714,285 shares of its common stock. Our common stock is listed and trades on the Nasdaq Global Select Market under the symbol “TARS.” On August 1, 2023, the last reported sale price

Underwriting Agreement, dated August 1, 2023, by and among the Company, Goldman Sachs & Co. LLC, BofA Securities, Inc. and Guggenheim Securities, LLC.

Exhibit 1.1 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 5,714,285 Shares of Common Stock UNDERWRITING AGREEMENT Dated: August 1, 2023 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 5,714,285 Shares of Common Stock UNDERWRITING AGREEMENT August 1, 2023 Goldman Sachs & Co. LLC BofA Securities, Inc. Guggenheim Securities, LLC as Representatives of the several Underwriters c/o Goldman

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 Tarsus Pharmaceutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Subject to Completion, Dated July 31, 2023

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-260665 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to the securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement and the accompanying prospectus

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2023 Tarsus Pharmaceutic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2023 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 22, 2023 TARSUS PHARMACEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 22, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 15, 2023 TARSUS PHARMACEUTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 15, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

© Tarsus Pharmaceuticals | For Investor Purposes Only June 15, 2023 Tarsus Creating the Next Potential Blockbuster Category in Eye Care Webcast Logistics and Information • This webcast is being recorded and a replay will be available for at least 90

commercialwebcastpresent © Tarsus Pharmaceuticals | For Investor Purposes Only June 15, 2023 Tarsus Creating the Next Potential Blockbuster Category in Eye Care Webcast Logistics and Information • This webcast is being recorded and a replay will be available for at least 90 days on the Investors and News page of the Tarsus website later today • There will be one Q&A session at the end of today’s p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2023 TARSUS PHARMACEUTICAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commissio

Tarsus Reports First Quarter 2023 Financial Results and Recent Business Achievements Continuing to build market awareness through disease education and deploying commercial leadership in anticipation of TP-03 August 25, 2023 PDUFA Presented health ec

Tarsus Reports First Quarter 2023 Financial Results and Recent Business Achievements Continuing to build market awareness through disease education and deploying commercial leadership in anticipation of TP-03 August 25, 2023 PDUFA Presented health economics data suggesting a costly and substantial burden of illness in patients with Demodex blepharitis Tarsus to host investor webcast highlighting planned commercialization strategy and opportunity for TP-03 in Demodex blepharitis on Thursday, June 15, 2023 IRVINE, Calif.

TARS / Tarsus Pharmaceuticals Inc / Cowen Financial Products LLC - COWEN FINANCIAL PRODUCTS LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Tarsus Pharmaceuticals Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L103 (CUSIP Number) April 28, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy S

2022 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION RE

tars2022123110k-arsx4262 2022 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________ SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confide

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 18, 2023 TARSUS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 18, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commis

LETTER

United States securities and exchange commission logo April 18, 2023 Leonard Greenstein Chief Financial Officer Tarsus Pharmaceuticals, Inc.

CONFIDENTIAL TREATMENT REQUESTED BY TARSUS PHARMACEUTICALS, INC.

CORRESP FOIA Confidential Treatment Requested Pursuant to 17 C.F.R. §200.83 The entity requesting confidential treatment is: Tarsus Pharmaceuticals, Inc. 15440 Laguna Canyon Road, Suite 160 Irvine, CA 92618 Attention: Leonard Greenstein, Chief Financial Officer CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT

LETTER

United States securities and exchange commission logo March 30, 2023 Leonard Greenstein Chief Financial Officer Tarsus Pharmaceuticals, Inc.

As filed with the Securities and Exchange Commission on March 17, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT The Securities Act of 1933 TARSUS PHARMACEUTICALS, INC. (Exact name of Regi

As filed with the Securities and Exchange Commission on March 17, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-396147 TARSUS PHARMACEUTICALS, I

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Tarsus Pharmaceuticals, Inc.

First Amendment to Loan and Security Agreement, dated as of January 5, 2023, by and among Registrant Hercules Capital, Inc. and Silicon Valley Bank.

tarsuslsafirstamendment1 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT TIIIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of January 5, 2023 (the "Amendment Effective Date"), is entered into by and among TARSUS PHARMACEUTICALS, INC.

Tarsus Reports Full-Year 2022 Financial Results and Recent Business Achievements Engaging with more than two-thirds of key optometrists and/or ophthalmologists, and top payers on Demodex blepharitis in anticipation of TP-03 August 25, 2023 PDUFA Comp

Tarsus Reports Full-Year 2022 Financial Results and Recent Business Achievements Engaging with more than two-thirds of key optometrists and/or ophthalmologists, and top payers on Demodex blepharitis in anticipation of TP-03 August 25, 2023 PDUFA Completed enrollment of Ersa, a Phase 2a trial evaluating TP-03 for MGD with topline data expected in 2H 2023 and initiated Galatea Phase 2a trial evaluating TP-04 for Rosacea Cash runway anticipated into at least 2H 2026 to support planned TP-03 commercialization and continued pipeline development IRVINE, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 13, 2023 TARSUS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 13, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation or organ

TARS / Tarsus Pharmaceuticals Inc / Vivo Capital IX, LLC - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig

AGREEMENT

EX-99.1 2 d420905dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 14, 2

TARS / Tarsus Pharmaceuticals Inc / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 d420905dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 87650L 103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this State

TARS / Tarsus Pharmaceuticals Inc / RTW INVESTMENTS, LP - TARSUS PHARMACEUTICALS, INC. Passive Investment

SC 13G/A 1 p23-0511sc13ga.htm TARSUS PHARMACEUTICALS, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this

TARS / Tarsus Pharmaceuticals Inc / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 1 Passive Investment

SC 13G/A 1 tars28230sc13ga1.htm AMENDMENT NO. 1 Securities and Exchange Commission Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Ch

TARS / Tarsus Pharmaceuticals Inc / Cormorant Asset Management, LP Passive Investment

SC 13G/A 1 schedule13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat

TARS / Tarsus Pharmaceuticals Inc / Flynn James E Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

TARS / Tarsus Pharmaceuticals Inc / BlackRock Inc. Passive Investment

SC 13G 1 us87650l1035020923.txt us87650l1035020923.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) TARSUS PHARMACEUTICALS INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 87650l103 - (CUSIP Number) January 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the ap

TARS / Tarsus Pharmaceuticals Inc / BlackRock Inc. Passive Investment

us87650l1035020823.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) TARSUS PHARMACEUTICALS INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 87650l103 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

TARS / Tarsus Pharmaceuticals Inc / TimesSquare Capital Management, LLC - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of l934 (Amendment No.)1 TARSUS PHARAMACEUTICALS INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87650lL03 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 5, 2023 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 1, 2022 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 1, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

Tarsus Reports Third Quarter 2022 Financial Results and Recent Business Achievements New Drug Application for TP-03 accepted; PDUFA target action date August 25, 2023 Launched disease education, field medical team and payor engagement in anticipation

Tarsus Reports Third Quarter 2022 Financial Results and Recent Business Achievements New Drug Application for TP-03 accepted; PDUFA target action date August 25, 2023 Launched disease education, field medical team and payor engagement in anticipation of TP-03 launch Cash runway anticipated into at least 2026 for the planned commercial launch of TP-03 and continued pipeline development IRVINE, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 9, 2022 TARSUS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 9, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 6, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

Amended and Restated License Agreement, dated June 3, 2022, by and between the Registrant and Elanco Tiergesundheit AG.

CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED, AND HAS BEEN MARKED WITH ?[***]? TO INDICATE WHERE OMISSIONS HAVE BEEN MADE.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614 TARS

Amended and Restated License Agreement, dated June 3, 2022, by and between the Registrant and Elanco Tiergesundheit AG.

CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED, AND HAS BEEN MARKED WITH ?[***]? TO INDICATE WHERE OMISSIONS HAVE BEEN MADE.

Tarsus Reports Second Quarter 2022 Financial Results and Recent Business Achievements TP-03 for the treatment of Demodex blepharitis met all endpoints in the Saturn-2 Phase 3 trial; NDA submission expected this year Initiated Ersa Phase 2a trial eval

Tarsus Reports Second Quarter 2022 Financial Results and Recent Business Achievements TP-03 for the treatment of Demodex blepharitis met all endpoints in the Saturn-2 Phase 3 trial; NDA submission expected this year Initiated Ersa Phase 2a trial evaluating TP-03 for the treatment of Meibomian Gland Disease Cash runway anticipated into at least 2026 for the commercial launch of TP-03 and continued pipeline development IRVINE, Calif.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 11, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2022 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.0001 par value per share, of Tarsus Pharmaceuticals, Inc. and further agree to the filing of this Joint Filing Agreement

TARS / Tarsus Pharmaceuticals Inc / TANG CAPITAL PARTNERS LP Passive Investment

Securities and Exchange Commission Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

Loan and Security Agreement, dated February 2, 2022, by and among Registrant, Hercules Capital, Inc. and Silicon Valley Bank.

Exhibit 10.1 LOAN AND SECURITY AGREEMENT, DATED FEBRUARY 2, 2022, BY AND AMONG THE REGISTRANT, HERCULES CAPITAL, INC., AND SILICON VALLEY BANK THIS LOAN AND SECURITY AGREEMENT is made and dated as of February 2, 2022 and is entered into by and among TARSUS PHARMACEUTICALS, INC., a Delaware corporation, and each of its Subsidiaries joined hereafter from time to time pursuant to Section 7.13 hereof

TARS / Tarsus Pharmaceuticals Inc / Flynn James E Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614 TAR

Consulting Agreement, dated August 1, 2020, between the Registrant and Elizabeth Yeu-Lin, M.D., as amended.

CONSULTING AGREEMENT, DATED AUGUST 1, 2020, BETWEEN THE REGISTRANT AND ELIZABETH YEU-LIN, M.

Tarsus Reports First Quarter 2022 Financial Results and Recent Business Achievements TP-03 for the treatment of Demodex blepharitis met all endpoints in the Saturn-2 Phase 3 trial; anticipated NDA submission in the second half of this year Cash runwa

Tarsus Reports First Quarter 2022 Financial Results and Recent Business Achievements TP-03 for the treatment of Demodex blepharitis met all endpoints in the Saturn-2 Phase 3 trial; anticipated NDA submission in the second half of this year Cash runway expected into at least 2026 IRVINE, Calif.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 10, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commissi

Tarsus Announces Pricing of Upsized $75.6 Million Underwritten Public Offering of Common Stock

Exhibit 99.2 Tarsus Announces Pricing of Upsized $75.6 Million Underwritten Public Offering of Common Stock IRVINE, Calif., May 3, 2022 ? Tarsus Pharmaceuticals, Inc. (NASDAQ: TARS) (the ?Company? or ?Tarsus?), whose mission is to focus on unmet needs and apply proven science and new technology to revolutionize treatment for patients, starting with eye care, today announced the pricing of an upsiz

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 2, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission Fi

Tarsus Announces Proposed $50 Million Underwritten Public Offering of Shares of its Common Stock

Exhibit 99.1 Tarsus Announces Proposed $50 Million Underwritten Public Offering of Shares of its Common Stock IRVINE, Calif., May 2, 2022 ? Tarsus Pharmaceuticals, Inc. (NASDAQ: TARS) (the ?Company? or ?Tarsus?), whose mission is to focus on unmet needs and apply proven science and new technology to revolutionize treatment for patients, starting with eye care, today announced the commencement of a

Underwriting Agreement, dated May 2, 2022, by and among the Company, BofA Securities, Inc. and Jefferies LLC.

EX-1.1 2 d333422dex11.htm EX-1.1 Exhibit 1.1 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 5,600,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: May 2, 2022 TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 5,600,000 Shares of Common Stock UNDERWRITING AGREEMENT May 2, 2022 BofA Securities, Inc. Jefferies LLC as Representatives of the several Underwriters c/o BofA Securities,

5,600,000 Shares Tarsus Pharmaceuticals, Inc. Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-260665 PROSPECTUS SUPPLEMENT (To Prospectus dated November 5, 2021) 5,600,000 Shares Tarsus Pharmaceuticals, Inc. Common Stock Tarsus Pharmaceuticals, Inc. is offering 5,600,000 shares of its common stock. Our common stock is listed and trades on the Nasdaq Global Select Market under the symbol ?TARS.? On April 29, 2022, the l

Tarsus Pharmaceuticals, Inc.

Filed Pursuant to Rule 433 under the Securities Act of 1933 Registration Statement No.

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 2, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

DEFA14A 1 d232896ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 2, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission Fi

TP-03 Met All Primary and Secondary Endpoints Again in Saturn-2, with a Complete Resolution of Demodex Blepharitis Efficacy: Met all pre-specified primary and secondary endpoints Primary Endpoint: Complete Collarette Cure p < 0.0001 Secondary Endpoin

Saturn-2 Phase 3 Topline Data ? Tarsus Pharmaceuticals 2022 Exhibit 99.1 TP-03 Met All Primary and Secondary Endpoints Again in Saturn-2, with a Complete Resolution of Demodex Blepharitis Efficacy: Met all pre-specified primary and secondary endpoints Primary Endpoint: Complete Collarette Cure p < 0.0001 Secondary Endpoint: Mite Eradication p < 0.0001 Secondary Endpoint: Erythema Cure p < 0.0001 S

SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED MAY 2, 2022

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-260665 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to the securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement and the accompanying prospectus are n

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 2, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy S

Legal Disclaimer This presentation contains forward-looking statements that involve risks and uncertainties. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based on our current expectat

May 2022 Saturn-2 Phase 3 Pivotal Trial Topline Data Presentation and Corporate Update ? Tarsus Pharmaceuticals 2022 Exhibit 99.

Tarsus Pharmaceuticals, Inc. Reports Full-Year 2021 Financial Results and Recent Business Achievements Expecting Saturn-2 Phase 3 topline data in April 2022, the second pivotal of TP-03 for the treatment of Demodex blepharitis, and NDA submission thi

Tarsus Pharmaceuticals, Inc. Reports Full-Year 2021 Financial Results and Recent Business Achievements Expecting Saturn-2 Phase 3 topline data in April 2022, the second pivotal of TP-03 for the treatment of Demodex blepharitis, and NDA submission this year Advancing pipeline this year with planned Phase 2 initiations of TP-03 for Meibomian Gland Disease and TP-04 for Rosacea, and TP-05 Phase 1b da

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Tarsus Pharmaceuticals, Inc.

As filed with the Securities and Exchange Commission on March 14, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT The Securities Act of 1933 TARSUS PHARMACEUTICALS, INC. (Exact name of Regi

As filed with the Securities and Exchange Commission on March 14, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-396147 TARSUS

Exhibit 4.2

DESCRIPTION OF TARSUS PHARMACEUTICALS, INC.?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the common stock, par value $0.0001 per share, of Tarsus Pharmaceuticals, Inc. (?us,? ?our,? ?we,? or the ?Company?), which is the only security of the Company registered under Section 12 of the Securities Exchange Act of 1934, as amended (t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 14, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 012-3456 81-4717861 (State or other jurisdiction of incorporation or organi

TARS / Tarsus Pharmaceuticals Inc / RTW INVESTMENTS, LP - TARSUS PHARMACEUTICALS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule

TARS / Tarsus Pharmaceuticals Inc / Azamian Bobak R. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

TARS / Tarsus Pharmaceuticals Inc / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 87650L 103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

TARS / Tarsus Pharmaceuticals Inc / Cormorant Asset Management, LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

AGREEMENT

EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them.

TARS / Tarsus Pharmaceuticals Inc / Ackermann Michael - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

TARS / Tarsus Pharmaceuticals Inc / Vivo Capital IX, LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tarsus Pharmaceuticals, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 87650L103 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 2, 2022 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

TARS / Tarsus Pharmaceuticals Inc / Frazier Life Sciences IX, L.P. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 31, 2021 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Com

Tarsus Appoints Elizabeth Yeu, M.D., a Nationally Recognized Ophthalmologist and Eye Care Leader, to its Board of Directors Dr. Yeu brings over 20 years of eye care experience, and is a highly regarded leader in clinical care and new product innovati

Tarsus Appoints Elizabeth Yeu, M.D., a Nationally Recognized Ophthalmologist and Eye Care Leader, to its Board of Directors Dr. Yeu brings over 20 years of eye care experience, and is a highly regarded leader in clinical care and new product innovation IRVINE, Calif., January 4, 2022 - Tarsus Pharmaceuticals, Inc. (NASDAQ: TARS), whose mission is to focus on unmet needs and apply proven science an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 9, 2021 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

Tarsus Pharmaceuticals, Inc. Reports Third Quarter 2021 Financial Results and Recent Business Achievements On track to complete enrollment in the fourth quarter of 2021 for the Saturn-2 Phase 3, the second pivotal trial of TP-03 for the treatment of

Tarsus Pharmaceuticals, Inc. Reports Third Quarter 2021 Financial Results and Recent Business Achievements On track to complete enrollment in the fourth quarter of 2021 for the Saturn-2 Phase 3, the second pivotal trial of TP-03 for the treatment of Demodex blepharitis; topline data expected in the first quarter of 2022 Data from two pioneering studies on prevalence and impact of Demodex blepharit

November 3, 2021

CORRESP 1 filename1.htm November 3, 2021 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Acceleration Request for Tarsus Pharmaceuticals, Inc. Registration Statement on Form S-3, filed November 1, 2021 (File No. 333-260665) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended

LETTER

United States securities and exchange commission logo November 3, 2021 Leo Greenstein Chief Financial Officer Tarsus Pharmaceuticals, Inc.

Form of Indenture with respect to the Securities.

Exhibit 4.5 INDENTURE between TARSUS PHARMACEUTICALS, INC. as Issuer and [TRUSTEE] as Trustee Dated as of , 20 Providing for the Issuance of Debt Securities in Series TARSUS PHARMACEUTICALS, INC. Reconciliation and tie between the Trust Indenture Act of 1939 and the Indenture Trust Indenture Act Section Indenture Section Sec. 310(a)(1) 607 (a)(2) 607 (b) 608 Sec. 312(c) 701 Sec. 314(a) 703 (c)(1)

As filed with the Securities and Exchange Commission on November 1, 2021

Table of Contents As filed with the Securities and Exchange Commission on November 1, 2021 Registration No.

Open Market Sale AgreementSM by and between the Company and Jefferies LLC (filed as Exhibit 1.2 to the Registration Statement on Form S-3, filed with the SEC on November 1, 2021 and incorporated herein by reference).

Exhibit 1.2 OPEN MARKET SALE AGREEMENTSM November 1, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Tarsus Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the ?Agent?), shares of the Company?s c

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2021 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Comm

Tarsus Pharmaceuticals, Inc. Appoints Pharmaceutical and Healthcare Industry Leader Rosemary A. Crane to Board of Directors Ms. Crane brings over 30 years of experience in executive leadership, commercialization, and business development in the pharm

Exhibit 99.1 Tarsus Pharmaceuticals, Inc. Appoints Pharmaceutical and Healthcare Industry Leader Rosemary A. Crane to Board of Directors Ms. Crane brings over 30 years of experience in executive leadership, commercialization, and business development in the pharmaceutical and healthcare industries IRVINE, Calif., August 12, 2021 ? Tarsus Pharmaceuticals, Inc. (NASDAQ: TARS), a late clinical-stage

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2021 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614 TARS

Tarsus Pharmaceuticals, Inc. Reports Second Quarter 2021 Financial Results and Provides Business and Clinical Updates Announced positive results of the Saturn-1 pivotal trial evaluating TP-03 for the treatment of Demodex blepharitis; results presente

Tarsus Pharmaceuticals, Inc. Reports Second Quarter 2021 Financial Results and Provides Business and Clinical Updates Announced positive results of the Saturn-1 pivotal trial evaluating TP-03 for the treatment of Demodex blepharitis; results presented at the 2021 American Society of Cataract and Refractive Surgery (ASCRS) conference Initiated Saturn-2, second pivotal Phase 3 trial evaluating the s

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 4, 2021 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commis

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2021 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2021 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Saturn-1 Phase 2b/3 trial met all primary and secondary endpoints, and demonstrated significant, clinically meaningful outcomes with no serious treatment-related adverse events and no treatment-related discontinuations, demonstrating the potential of

Exhibit 99.1 Tarsus Pharmaceuticals, Inc. Announces Positive Results of Saturn-1 Pivotal Trial Evaluating TP-03 for the Treatment of Demodex Blepharitis Saturn-1 Phase 2b/3 trial met all primary and secondary endpoints, and demonstrated significant, clinically meaningful outcomes with no serious treatment-related adverse events and no treatment-related discontinuations, demonstrating the potential

Legal Disclaimer This presentation contains forward-looking statements that involve risks and uncertainties. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based on our current expectat

Exhibit 99.2 Saturn-1 Investor Presentation Pivotal Trial Topline Data and Corporate Update ? Tarsus Pharmaceuticals 2021Exhibit 99.2 Saturn-1 Investor Presentation Pivotal Trial Topline Data and Corporate Update ? Tarsus Pharmaceuticals 2021 Legal Disclaimer This presentation contains forward-looking statements that involve risks and uncertainties. Forward-looking statements are neither historica

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39614 TAR

Tarsus Pharmaceuticals, Inc. Reports First Quarter 2021 Financial Results and Provides Business and Clinical Updates Initiated Saturn-2, second pivotal Phase 3 trial evaluating the safety and efficacy of TP-03 for the treatment of Demodex blepharitis

Tarsus Pharmaceuticals, Inc. Reports First Quarter 2021 Financial Results and Provides Business and Clinical Updates Initiated Saturn-2, second pivotal Phase 3 trial evaluating the safety and efficacy of TP-03 for the treatment of Demodex blepharitis; topline data from Saturn-1 expected this July Announced FDA acceptance of IND for TP-05, a novel candidate in development that aims to be first appr

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 11, 2021 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 012-3456 81-4717861 (State or other jurisdiction of incorporation or organiza

Development and License Agreement, dated March 26, 2021, between the Registrant and LianBio Ophthalmology.

CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED, AND HAS BEEN MARKED WITH ?[***]? TO INDICATE WHERE OMISSIONS HAVE BEEN MADE.

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

definitive proxy

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2021 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commiss

Legal Disclaimer This presentation contains forward-looking statements that involve risks and uncertainties. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based on our current expectat

April 2021 Tarsus Corporate Presentation ? Tarsus Pharmaceuticals 2021 Exhibit 99.

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As filed with the Securities and Exchange Commission on March 31, 2021 Registration No.

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 012-34567 TARSUS P

Tarsus Pharmaceuticals, Inc. Reports Full-Year 2020 Financial Results and Business and Clinical Updates Enrollment complete for Saturn-1, first TP-03 pivotal trial for the treatment of Demodex blepharitis; initiation of Saturn-2 expected in Q2 2021 S

Tarsus Pharmaceuticals, Inc. Reports Full-Year 2020 Financial Results and Business and Clinical Updates Enrollment complete for Saturn-1, first TP-03 pivotal trial for the treatment of Demodex blepharitis; initiation of Saturn-2 expected in Q2 2021 Strategic partnership with LianBio in March 2021 for TP-03 in Greater China provides Tarsus with $70 million expected during next 12 months and up to $

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 31, 2021 TARSUS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 012-3456 81-4717861 (State or other jurisdiction of incorporation or organi

Description of the Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.2 DESCRIPTION OF TARSUS PHARMACEUTICALS, INC.?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the common stock, par value $0.0001 per share, of Tarsus Pharmaceuticals, Inc. (?us,? ?our,? ?we,? or the ?Company?), which is the only security of the Company registered under Section 12 of the Securities Exchange Act of 1934, a

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2021 Tarsus Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39614 81-4717861 (State or other jurisdiction of incorporation) (Commis