PCSA: Chief Admin Officer granted 50K RSUs and 150K options at $0.198

Rhea-AI Filing Summary

Wendy Guy, listed as Chief Administrative Officer and a director of Processa Pharmaceuticals, Inc. (PCSA), reported equity awards dated 10/01/2025. The Form 4 shows the grant of 50,000 Restricted Stock Units (RSUs) and 150,000 stock options with an exercise price of $0.198. Following the transactions, she beneficially owns 50,000 RSUs and 150,000 options directly.

The RSUs vest one-third on 10/01/2026 and then vest monthly (one‑thirty‑sixth) until fully vested on 10/01/2028. The stock options vest one‑third on the first anniversary of the grant and the remainder vests ratably over the following two years.

Positive

• 50,000 RSUs and 150,000 options granted, increasing alignment with shareholders
• Grants include explicit multi‑year vesting: RSUs fully vest by 10/01/2028
• Options have a defined exercise price of $0.198 and vesting schedule

Negative

• None.

Insights

Corporate Governance Analyst

Insider received multi‑year equity awards: 50,000 RSUs and 150,000 options.

The Form 4 discloses that Wendy Guy, the company's Chief Administrative Officer and a director, was granted 50,000 Restricted Stock Units and 150,000 stock options on 10/01/2025 with an exercise price of $0.198. Both awards are reported as directly beneficially owned following the grant.

The RSUs vest over two years after an initial one‑year cliff (one‑third on 10/01/2026, then monthly until 10/01/2028), while the options vest one‑third after one year and then ratably over two years. This provides a clear multi‑year retention schedule tied to continued service.

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

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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^*

Guy Wendy

(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 Administrative Officer

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		50,000		(1)	(1)	Common Stock	50,000	$0	50,000	D
Stock Options (Right to Buy)	$0.198	10/01/2025		A		150,000		(2)	(2)	Common Stock	150,000	$0	150,000	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/ Wendy Guy by John J. Wolfel, 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 equity did Wendy Guy receive in the Form 4 for PCSA?

The Form 4 reports a grant of 50,000 Restricted Stock Units (RSUs) and 150,000 stock options dated 10/01/2025.

What is the vesting schedule for the RSUs reported by PCSA (PCSA)?

Each RSU vests one‑third on 10/01/2026 and then one‑thirty‑sixth each month until fully vested on 10/01/2028.

What are the vesting terms for the stock options in the PCSA filing?

The options vest one‑third on the first anniversary of the grant, with the remaining options vesting ratably over the subsequent two years.

What is the exercise price of the options granted to Wendy Guy?

The reported exercise price for the stock options is $0.198 per share.

How many shares does Wendy Guy beneficially own after the reported transactions?

Following the reported transactions, she beneficially owns 50,000 RSUs and 150,000 options directly.