Processa Pharmaceuticals (NASDAQ: PCSA) delays special meeting after no quorum

Rhea-AI Filing Summary

Processa Pharmaceuticals, Inc. held a Special Shareholder Meeting on September 2, 2025 but adjourned it without conducting any business because there were not enough shares present or represented by proxy to constitute a quorum. The meeting is scheduled to reconvene on September 12, 2025 at 5:00 PM ET in Vero Beach, Florida. The record date remains August 7, 2025, so only stockholders of record as of that date may vote at the reconvened meeting. Stockholders who have already voted and do not wish to change their vote do not need to take any further action, and all proposals for the meeting remain unchanged.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

Understanding 8-K Material Events →

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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): September 2, 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 September 2, 2025 Processa Pharmaceuticals, Inc. convened its Special Shareholder Meeting at 1:00 PM ET in Pasadena, CA.

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 meeting will reconvene on September 12, 2025 at 5:00 PM ET in Vero Beach, FL.

The Company will not change the record date of the Special Meeting. Accordingly, only stockholders of record at the close of business on August 7, 2025 will be entitled to vote at the reconvened Special 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 September 2, 2025.

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

FAQ

What did Processa Pharmaceuticals (PCSA) report in this 8-K filing?

Processa Pharmaceuticals reported that its September 2, 2025 Special Shareholder Meeting was adjourned without conducting any business because a quorum of shares was not present or represented by proxy.

Why was Processa Pharmaceuticals' Special Shareholder Meeting adjourned?

The Special Shareholder Meeting was adjourned because there were not enough shares of the company’s stock present or represented by proxy to constitute a quorum, which is required to conduct business.

When and where will the Processa Pharmaceuticals Special Meeting reconvene?

The Special Shareholder Meeting will reconvene on September 12, 2025 at 5:00 PM ET in Vero Beach, Florida.

What is the record date for voting at the reconvened Processa (PCSA) Special Meeting?

The record date remains August 7, 2025, so only stockholders of record at the close of business on that date are entitled to vote at the reconvened Special Meeting.

Do Processa Pharmaceuticals stockholders need to vote again for the reconvened meeting?

Stockholders who have already submitted their proxy or otherwise voted and do not wish to change their vote do not need to take any additional action for the reconvened meeting.

Have the proposals for Processa Pharmaceuticals’ Special Shareholder Meeting changed?

The company states that the proposals for the Special Shareholder Meeting remain unchanged, and the proxy statement and related SEC filings are available on the SEC’s website.