[144] Nano Dimension Ltd. American SEC Filing

Rhea-AI Filing Summary

Processa Pharmaceuticals, Inc. (Nasdaq: PCSA) filed a Form 8-K reporting two key developments. Under Item 1.01 the Company exercised its contractual right, effective June 27 2025, to terminate the Licensing Agreement with Ocuphire Pharma, Inc. (now Opus Genetics) that had originally been signed on June 16 2021. The filing does not disclose termination fees, financial considerations, or specific reasons for the decision.

Item 7.01 references a press release dated July 1 2025 (Exhibit 99.1) announcing a "strategic portfolio review and pipeline realignment" intended to maximize shareholder value. No operational details, timelines, or updated guidance are included in the 8-K; the press release itself is incorporated by reference but not reproduced in the filing.

The document lists three exhibits—10.1 Termination Agreement, 99.1 Press Release, and 104 iXBRL cover page—and contains no pro-forma financial statements, earnings data, or revised forecasts. As such, investors are informed that Processa has ended one partnered program and is evaluating its development priorities, but the quantitative impact on the Company’s pipeline, cash runway, or future milestones remains undisclosed.

Positive

• Strategic portfolio review announced, indicating management’s intent to concentrate resources on higher-value programs.

Negative

• Termination of the 2021 Ocuphire licensing agreement removes at least one partnered asset from the pipeline with no alternative disclosed.
• No financial terms or guidance were provided, leaving investors uncertain about cash impact and development timelines.

Insights

Financial Analyst

TL;DR: Neutral disclosure—key license ended, strategy review announced, no financials provided.

The 8-K signals a change in Processa’s asset mix but provides no numbers to gauge the magnitude. Terminating the Ocuphire agreement could lower near-term R&D obligations or remove a non-core asset, yet without termination economics, it is impossible to assess whether the move preserves cash or sacrifices future revenue. Management’s concurrent portfolio review suggests a focus on capital allocation, which can be positive if it leads to a leaner pipeline, but investors need forthcoming guidance to quantify benefits or risks. Net impact: information-seeking event rather than an immediate valuation driver.

Biopharma Industry Specialist

TL;DR: Pipeline contraction risk—license exit shrinks asset base without disclosed upside.

In biotech, terminating a licensing deal typically indicates strategic deemphasis or clinical/setback issues. Processa’s filing lacks data on replacement assets or termination penalties, raising the possibility of a narrowed development slate. While a portfolio realignment could sharpen focus, investors usually react negatively when a program is dropped absent compensatory news such as cost savings, partnership inflows, or data wins. Until the Company elaborates, the event skews slightly negative for pipeline breadth.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Ordinary	Oppenheimer & Co. Inc. 85 Broad St. New York NY 10004	42988	70500.32	215776705	06/30/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Ordinary	05/28/2020	Employee Stock Option Plan	From the Issuer			42988	06/30/2025	Cash Upon Exercise

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Zvi peled 2 ILAN RAMON NESS ZIONA L3 7403635	Ordinary	06/25/2025	12676	17999.92
Zvi peled 2 ILAN RAMON NESS ZIONA L3 7403635	Ordinary	06/26/2025	38542	58583.84
Zvi peled 2 ILAN RAMON NESS ZIONA L3 7403635	Ordinary	06/27/2025	40461	65142.21

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What licensing agreement did PCSA terminate on June 27, 2025?

The Company ended its June 16 2021 Licensing Agreement with Ocuphire Pharma, Inc. (now Opus Genetics).

Did Processa disclose any termination fees or financial impact?

No. The 8-K does not mention fees, cost savings, or other economic terms related to the termination.

What strategic action did PCSA announce in its July 1, 2025 press release?

Processa announced a strategic portfolio review and pipeline realignment aimed at maximizing shareholder value.

On which exchange and under what symbol does Processa trade?

Processa’s common stock trades on the Nasdaq Capital Market under the symbol PCSA.

Which exhibits accompany the July 1, 2025 8-K filing?

Exhibit 10.1 (Termination Agreement), Exhibit 99.1 (Press Release), and Exhibit 104 (iXBRL cover page).

Is the Item 7.01 information considered "filed" under the Exchange Act?

No. The Company states that Item 7.01 contents are "furnished" and not deemed "filed" for liability purposes.