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8-K

Processa Pharmaceuticals, Inc. (PCSA)

8-K 2021-06-10 For: 2021-06-10
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Added on April 10, 2026

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

WASHINGTON,D.C. 20549



FORM8-K

CURRENTREPORT

Pursuantto Section 13 or 15(d) of the

SecuritiesExchange Act of 1934

Dateof Report (Date of earliest event reported): June 10, 2021

PROCESSAPHARMACEUTICALS, INC.

(ExactName of Registrant as Specified in its Charter)

Delaware 001-39531 45-1539785
(State or Other Jurisdiction of Incorporation) (Commission<br><br> <br>File Number) (IRS Employer<br><br> <br>Identification No.)
7380 Coca Cola Drive, Suite 106,<br><br> <br>Hanover, Maryland, 27106
---
(Address of Principal Executive Offices) (Zip Code)

Registrant’stelephone number, including area code: (443) 776-3133

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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement<br> 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<br> of each class Trading<br> Symbol(s) Name<br> of each exchange on which registered
Common<br> Stock, $0.0001 par value per share PCSA The<br> Nasdaq Stock Market LLC

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. [  ]

Item5.07. Submission of Matters to a Vote of Security Holders.

On June 8, 2021, the Company held its Annual Meeting of Shareholders. The Shareholders voted on five proposals and cast their votes as follows:

1. All<br> five directors were elected to serve until the next Annual Meeting of Shareholders or until their successors have been duly elected<br> and qualified based on the following votes:
Shares
--- --- --- --- --- --- --- --- ---
Name For Against Abstain Broker Non-Votes
Dr. David Young 11,014,321 7,905 - 1,975,184
Dr. Khalid Islam 10,950,970 71,256 - 1,975,184
Geraldine Pannu 11,011,123 11,103 - 1,975,184
Virgil Thompson 10,899,514 122,712 - 1,975,184
Justin Yorke 10,854,402 167,824 - 1,975,184
2. Results<br> of the advisory vote relating to compensation of our named executive officers were as follows:
--- ---
Shares
--- --- --- --- --- --- ---
For Against Abstain Broker Non-Votes
11,011,750 7,831 2,645 1,975,184
3. Results<br> of the advisory vote on the frequency of future advisory votes on executive compensation are<br> below. In accordance with voting results, the Company will conduct an advisory vote on executive compensation every year.
--- ---
Shares
--- --- --- --- --- --- --- --- ---
1 Year 2 Years 3 Years Abstain Broker Non-Votes
10,186,391 673,622 70,032 92,181 1,975,184
4. The<br> amendment and restatement of the Processa Pharmaceuticals, Inc. 2019 Omnibus Incentive Plan to increase the number of shares available<br> for issuance under the Plan by 2,500,000 was approved based on the following votes:
--- ---
Shares
--- --- --- --- --- --- ---
For Against Abstain Broker Non-Votes
10,509,052 9,979 503,195 1,975,184
5. The<br> appointment of BD & Company Inc. as the independent registered public accounting firm 2021 was ratified based on the following<br> votes.
--- ---
Shares
--- --- --- --- --- --- ---
For Against Abstain Broker<br><br> <br>Non-Votes
12,467,390 259,759 270,261 -

SIGNATURES

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.

PROCESSA PHARMACEUTICALS, INC.
Date:<br> June 10, 2021 By: /s/ David Young
David<br> Young
Chief<br> Executive Officer