PCSA Form 4: 68K RSUs and 204K options granted to executive

Rhea-AI Filing Summary

Processa Pharmaceuticals, Inc. (PCSA) reported insider awards to Patrick Lin, its Chief Business - Strategy Officer. On 10/01/2025 Mr. Lin was granted 68,000 Restricted Stock Units (RSUs) and 204,000 stock options with an exercise price of $0.198. The RSUs convert one-for-one to common shares and vest one-third on 10/01/2026 with the remainder vesting monthly through 10/01/2028. The options vest one-third on the first anniversary of the grant with the balance vesting ratably over the next two years. The Form 4 was signed via power of attorney on 10/03/2025.

Positive

• 272,000 total awards indicate direct executive ownership alignment
• Time-based vesting across RSUs and options supports executive retention

Negative

• 272,000 potential shares (68,000 RSUs + 204,000 options) may cause dilution when vested/exercised
• Options carry an exercise price of $0.198, potentially dilutive if in-the-money upon exercise

Insights

Corporate Governance Analyst

Insider equity awards align executive and shareholder interests but introduce potential dilution.

The filing documents grants totaling 272,000 potential shares (68,000 RSUs + 204,000 options) to the Chief Business - Strategy Officer on 10/01/2025. The RSUs convert to common stock on vesting and the options have an exercise price of $0.198, creating a direct ownership link between the executive and shareholders.

Vesting schedules span from 10/01/2026 through 10/01/2028 for RSUs and over three years for options, which stages potential dilution and retention incentives over time.

Compensation Specialist

Grants follow standard time-based vesting: staged retention and motivation.

The RSUs vest one-third after one year then monthly to full vesting by 10/01/2028; options vest one-third after one year then ratably over two more years. Such schedules are typical for executive retention and link pay to tenure and share performance.

The option exercise price is set at $0.198, and both awards were reported under Section 16 on the Form 4 filed via attorney-in-fact on 10/03/2025.

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
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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^*

Lin Patrick

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Business - Strategy Off

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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

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 Units	$0	10/01/2025		A		68,000		(1)	(1)	Common Stock	68,000	$0	68,000	D
Stock Options (Right to Buy)	$0.198	10/01/2025		A		204,000		(2)	(2)	Common Stock	204,000	$0	204,000	D

Explanation of Responses:

1. Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's common stock, following its vesting on of one-third on October 1, 2026, and one-thirty-sixth each month thereafter until fully vested on October 1, 2028.

2. Stock options vest one-third on the first anniversary date of the grant, with the remaining options vesting ratably over the subsequent two years.

	/s/ Patrick Lin by Michael B. Kirwan, as Attorney-in-Fact	10/03/2025
	** 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 did Patrick Lin receive in the Form 4 filing for PCSA?

The filing shows Patrick Lin was granted 68,000 Restricted Stock Units and 204,000 stock options on 10/01/2025.

When do the RSUs and options vest for PCSA insider grants?

RSUs vest one-third on 10/01/2026 and then monthly to full vesting on 10/01/2028; options vest one-third after one year with the remainder vesting ratably over the next two years.

What is the exercise price of the stock options granted to the PCSA officer?

The stock options have an exercise price of $0.198 as disclosed in the Form 4.

How many total shares could be issued from the October 1, 2025 grants?

The grants represent 272,000 potential shares in total: 68,000 from RSUs and 204,000 underlying the options.

Who signed the Form 4 and when was it filed?

The Form 4 was executed by power of attorney (/s/ Patrick Lin by Michael B. Kirwan) and dated 10/03/2025.