--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-23-022920" form_type: "8-K" ticker: "PCSA" cik: "0001533743" company_name: "Processa Pharmaceuticals, Inc." filed_at: "2023-06-29T23:59:59+00:00" generated_at: "2026-06-13T14:50:50.375819+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # Processa increases authorized common shares to 100M; all director nominees elected at annual meeting ## Summary - Shareholders approved amendment to increase authorized common stock from 50M to 100M shares. - All six director nominees (Yorke, Young, Baluch, Neal, Pannu, Thompson) elected with >9.8M votes each. - Ratification of BD & Company as independent auditor for FY 2023 approved with 12.86M for. - Advisory vote on executive compensation passed with 9.72M for, 1.92M against. ## SEC filing metadata - accession: 0001493152-23-022920 - form_type: 8-K - ticker: PCSA - cik: 0001533743 - company_name: Processa Pharmaceuticals, Inc. - filed_at: 2023-06-29T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/0001493152-23-022920-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-23-022920 - JSON: https://secwatch.observer/filing/0001493152-23-022920.json - Plain text: https://secwatch.observer/filing/0001493152-23-022920.txt ## Key facts - Governance Changes Processa Pharmaceuticals, Inc.: Increased authorized shares of common stock from 50,000,000 to 100,000,000 (effective 2023-06-27). - Change: charter amendment - Effective: 2023-06-27 source text: Effective June 27, 2023, Processa Pharmaceuticals, Inc. (the “Company” or “us” or “we”) filed an amendment to its Fourth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to increase the number of authorized shares of common stock from 50,000,000 shares to 100,000,000 shares (the “Amendment”). evidence_url: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/0001493152-23-022920-index.htm - Shareholder Votes Processa Pharmaceuticals, Inc. shareholders approved Election of all six directors to serve until the next Annual Meeting of Shareholders or until their successors have been duly elected and qualified at the 2023-06-27 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-27 source text: 1. The election of all six directors to serve until the next Annual Meeting of Shareholders or until their successors have been duly elected and qualified based on the following votes: Shares Name For Against Abstain Broker Non-Votes Justin Yorke 10,850,801 - 879,725 2,477,214 Dr. David Young 9,973,718 - 1,756,808 2,477,214 Khoso Baluch 10,909,404 - 821,122 2,477,214 James Neal 10,899,404 - 831,122 2,477,214 Geraldine Pannu 9,817,229 - 1,913,297 2,477,214 Virgil Thompson 10,226,498 - 1,504,028 2,477,214 evidence_url: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/0001493152-23-022920-index.htm - Shareholder Votes Processa Pharmaceuticals, Inc. shareholders approved Ratification of the appointment of BD & Company, Inc. as the independent registered public accounting firm for 2023 at the 2023-06-27 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-27 source text: 3. The appointment of BD & Company, Inc. as the independent registered public accounting firm for 2023 was ratified based on the following votes: Shares For Against Abstain Broker Non-Vote 12,862,749 398,544 946,447 - evidence_url: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/0001493152-23-022920-index.htm - Shareholder Votes Processa Pharmaceuticals, Inc. shareholders approved Amendment to the Company’s Fourth Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 50,000,000 shares to 100,000,000 shares at the 2023-06-27 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-06-27 source text: 2. The amendment to the Company’s Fourth Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 50,000,000 shares to 100,000,000 shares. The votes cast were as follows: Shares For Against Abstain Broker Non-Vote 12,430,395 1,736,546 40,799 - evidence_url: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/0001493152-23-022920-index.htm - Shareholder Votes Processa Pharmaceuticals, Inc. shareholders approved Advisory vote relating to compensation of our named executive officers at the 2023-06-27 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-27 source text: 4. Results of the advisory vote relating to compensation of our named executive officers were as follows: Shares For Against Abstain Broker Non-Vote 9,724,358 1,916,645 89,523 2,477,214 evidence_url: https://www.sec.gov/Archives/edgar/data/1533743/000149315223022920/0001493152-23-022920-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.