Processa (PCSA) Director Amends Form 4, Discloses 31,206 Restricted Shares

Rhea-AI Filing Summary

Geraldine Pannu, a director of Processa Pharmaceuticals, Inc. (PCSA), filed an amended Form 4 to correct prior reporting of her restricted stock and resulting direct beneficial ownership. The amendment discloses an acquisition code A for 31,206 shares of restricted stock acquired with a $0 price and underlying 31,206 shares of common stock. After the correction, Ms. Pannu directly beneficially owns 36,275 shares of common stock. The restricted shares are subject to vesting and will vest on the earlier of June 28, 2025 or the next annual meeting of stockholders, subject to certain distribution requirements. The filing states the amendment retracts a prior Form 4 that was filed in error and corrects the beneficially owned shares previously reported.

Positive

• Correction filed to amend and retract a prior erroneous Form 4, improving public disclosure accuracy
• Clear vesting terms disclosed: restricted shares vest on the earlier of June 28, 2025 or the next annual meeting, providing transparency on timing

Negative

• Prior Form 4 filed in error, indicating a previous reporting mistake that required correction

Insights

Securities Analyst

TL;DR: Amendment clarifies insider ownership of 36,275 shares after correcting an earlier erroneous Form 4.

The amended Form 4 provides clarity on the director's holdings, showing a $0 acquisition of 31,206 restricted shares that underlie the same number of common shares and result in total direct beneficial ownership of 36,275 shares. This is a routine equity compensation disclosure rather than a market-moving transaction. The correction improves the accuracy of public records, which is important for investor transparency and compliance with Section 16 reporting requirements. No sale or cash purchase is reported and no new dilution or change to outstanding shares is indicated in this filing.

Corporate Governance Expert

TL;DR: The filing is a corrective disclosure addressing a prior reporting error and details time-based vesting conditions.

The amendment documents that the restricted stock grant vests on a specified corporate event

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Pannu Geraldine

(Last) (First) (Middle)

C/O PROCESSA PHARMACEUTICALS, INC.

601 21ST STREET SUITE 300

(Street)

VERO BEACH FL 32960

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Processa Pharmaceuticals, Inc. [ PCSA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
07/28/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock	$0	09/03/2024		A		31,206		(1)	(1)	Common Stock	31,206	$0	36,275(2)	D

Explanation of Responses:

1. The restricted stock vest on the earlier of June 28, 2025 or the next annual meeting of stockholders, subject to certain distribution requirements.

2. Amending to correct the beneficially owned shares reported on the Form 4 filed September 18, 2024.

Remarks:

Amendment filed to retract the prior Form 4, which was filed in error.

	/s/ Geraldine Pannu by John J. Wolfel, as Attorney-in-Fact	09/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What change did the Form 4/A for PCSA report about Geraldine Pannu's holdings?

The amendment reports acquisition of 31,206 restricted shares at $0 underlying 31,206 common shares, and states direct beneficial ownership of 36,275 shares after correction.

Do the restricted shares held by the director have vesting conditions?

Yes. The restricted shares vest on the earlier of June 28, 2025 or the next annual meeting of stockholders, subject to distribution requirements.

Did the Form 4/A indicate any sales or cash purchases by the reporting person?

No. The filing shows an acquisition with a $0 price and does not report any dispositions or cash purchases.

Why was an amended Form 4 filed for PCSA?

The amendment was filed to retract a prior Form 4 that was filed in error and to correct the number of beneficially owned shares previously reported.

How many shares does Geraldine Pannu beneficially own according to the amendment?

The amended filing reports direct beneficial ownership of 36,275 shares of common stock.