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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): June 24, 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
21st 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 1.01. Entry into a Material Agreement.
On
June 24, 2025, Yuhan executed Amendment No. 1 to the Yuhan agreement with such amendment being effective as of June 11, 2025. The Amendment
was in connection with the entry into the term sheet, on June 17, 2025 with Intact Therapeutics.
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
meeting will reconvene on July 30, 2025 at 1:00 PM 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.
Item
9.01. Financial Statements and Exhibits.
| Exhibit
No. |
|
Exhibit
Description |
| |
|
|
10.1
|
|
Amendment No. 1 to License Agreement with Yuhan Corporation |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the inline XBRL Document) |
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 June 30, 2025.
| |
PROCESSA
PHARMACEUTICALS, INC. |
| |
Registrant |
| |
|
|
| |
By: |
/s/
George Ng |
| |
|
George
Ng |
| |
|
Chief
Executive Officer |
