Page 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , DC 20549 FORM 10 - K ( Mark One ) 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 : 001-39041 ☐ Satsuma Pharmaceuticals , Inc. ( Exact Name of Registrant as Specified in its Charter ) Delaware ( State or other jurisdiction of incorporation or organization ) 400 Oyster Point Boulevard , Suite 221 South San Francisco , CA ( Address of principal executive offices ) Registrant's telephone number , including area code : ( 650 ) 410-3200 Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Common Stock , par value $ 0.0001 per share Trading Symbol ( s ) STSA ( I.R.S. Employer Identification No. ) 81-3039831 94080 ( Zip Code ) Name of each exchange on which registered Securities registered pursuant to Section 12 ( g ) of the Act : None The Nasdaq Stock Market LLC ( The Nasdaq Global Market ) Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes No Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Exchange Act during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes > No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes > No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer Accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C.7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No The aggregate market value of the voting stock and non - voting common stock held by non - affiliates of the registrant , based on the closing price of a share of the registrant's common stock on June 30 , 2020 as reported by the Nasdaq Global Market on such date , was approximately $ 302 million . Shares of common stock held by each executive officer and director and by each other person who may be deemed to be an affiliate of the registrant , have been excluded from this computation . The determination of affiliate status for this purpose is not necessarily a conclusive determination for other purposes . As of March 4 , 2021 , the registrant had 31,521,485 shares of common stock , $ 0.0001 par value per share , outstanding . DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement relating to the 2021 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10 - K to the extent stated herein . The proxy statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended December 31 , 2020 .