[8-K] Processa Pharmaceuticals, Inc. Common Reports Material Event

Rhea-AI Filing Summary

Processa Pharmaceuticals, Inc. (Nasdaq: PCSA) has filed an 8-K to update shareholders on its 2025 Annual Meeting logistics. The meeting was originally convened on June 30, 2025 but adjourned immediately when an insufficient number of shares were present to establish a quorum. Since that date, enough proxy votes have been received to reach quorum.

Key details:

• The adjourned meeting—initially set to reconvene on July 30, 2025—will now be reconvened sooner, on July 18, 2025 at 9:00 AM EDT in Hanover, MD.
• Record date remains May 1, 2025; only holders of record on that date may vote.
• Shareholders who already submitted proxies and do not wish to change their vote need take no further action; the original proxy card and proposals remain valid and unchanged.
• No financial results, strategic transactions, or new proposals were disclosed in this filing; the 8-K is limited to meeting procedure under Item 5.07.

The filing ensures compliance with SEC rules and informs investors that normal business—including election of directors and other routine annual-meeting matters—can proceed on the new date now that quorum has been achieved.

Insights

Corporate Governance Expert

TL;DR: Procedural update; earlier reconvening signals sufficient quorum, minimal direct valuation impact.

The 8-K addresses only the mechanics of reconvening the 2025 Annual Meeting. Achieving quorum eliminates the administrative risk of further delay and allows the company to finalize director elections, auditor ratification, and any compensation votes. However, these matters are standard and already disclosed in the proxy statement, so no new strategic or financial information is provided. From a governance perspective, the earlier date may improve timeliness of board authorization items but does not affect fundamentals.

Portfolio Manager

TL;DR: Neutral for share price; only meeting-date change, no operational news.

The filing carries negligible impact on valuation drivers such as revenue outlook, pipeline milestones, or financing needs. While failure to reach quorum could have hinted at shareholder disengagement, the company has since secured enough votes, reducing that reputational concern. I view the disclosure as a routine compliance step with no effect on investment thesis or risk profile.

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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 15, 2025

Commission file number 001-39531

PROCESSA PHARMACEUTICALS, INC.

(Exact name of Registrant as Specified in its Charter)

Delaware		45-1539785
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification Number)

601 21^st Street, Suite 300, Vero Beach, FL 32960

(Address of Principal Executive Offices, Including Zip Code)

(772) 453-2899

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common stock: Par value $.0001		PCSA		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders

On June 30, 2025, Processa Pharmaceuticals, Inc. convened its Annual Shareholder Meeting at 1:00 PM EDT in Hanover, MD.

At that time, there were not present or represented by proxy a sufficient number of shares of the Company’s Stock to constitute a quorum. The Company adjourned the meeting without conducting any business because a quorum was not present. The Company has now received by proxy a sufficient number of shares of the Company’s common stock to constitute a quorum.

The meeting, which was adjourned until July 30, 2025, at 1:00 PM in Hanover, MD will now be reconvened on July 18, 2025, at 9:00 AM in Hanover, MD.

The Company will not change the record date of the Annual Meeting. Accordingly, only stockholders of record at the close of business on May 1, 2025, will be entitled to vote at the reconvened Annual Meeting.

Stockholders who have previously submitted their proxy or otherwise voted and who do not wish to change their vote do not need to take any action. The proposals for the meeting remain unchanged, and the proxy statement and other SEC filings are available on the SEC’s website at www.sec.gov.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized, on July 15, 2025.

	PROCESSA PHARMACEUTICALS, INC.
	Registrant
	By:	/s/ George Ng
		George Ng
		Chief Executive Officer

FAQ

When will PCSA reconvene its 2025 Annual Shareholder Meeting?

The meeting will reconvene on July 18, 2025 at 9:00 AM EDT in Hanover, MD.

Does the record date for voting on PCSA proposals change?

No. Only shareholders of record on May 1, 2025 are entitled to vote.

Must PCSA shareholders who already voted take any new action?

No additional action is required unless they wish to change their vote; prior proxies remain valid.

What business will be conducted at PCSA's reconvened meeting?

The same proposals outlined in the previously filed proxy statement, such as director elections and auditor ratification.

Does the 8-K disclose any financial results or new transactions for PCSA?

No. The filing is limited to Item 5.07 procedural information regarding the annual meeting quorum and date change.