Current Report Filing (8-k)
June 10 2021 - 5:30PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): June 10, 2021
PROCESSA
PHARMACEUTICALS, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
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001-39531
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45-1539785
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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7380
Coca Cola Drive, Suite 106,
Hanover,
Maryland, 27106
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(Address
of Principal Executive Offices) (Zip Code)
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Registrant’s
telephone 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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.0001 par value per share
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PCSA
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The
Nasdaq Stock Market LLC
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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. [ ]
Item
5.07. 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.
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All
five directors were elected to serve until the next Annual Meeting of Shareholders or until their successors have been duly elected
and qualified based on the following votes:
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Shares
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Name
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For
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Against
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Abstain
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Broker Non-Votes
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Dr. David Young
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11,014,321
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7,905
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-
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1,975,184
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Dr. Khalid Islam
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10,950,970
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71,256
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-
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1,975,184
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Geraldine Pannu
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11,011,123
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11,103
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-
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1,975,184
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Virgil Thompson
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10,899,514
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122,712
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-
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1,975,184
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Justin Yorke
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10,854,402
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167,824
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-
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1,975,184
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2.
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Results
of the advisory vote relating to compensation of our named executive officers were as follows:
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Shares
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For
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Against
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Abstain
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Broker Non-Votes
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11,011,750
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7,831
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2,645
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1,975,184
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3.
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Results
of the advisory vote on the frequency of future advisory votes on executive compensation are
below. In accordance with voting results, the Company will conduct an advisory vote on executive compensation every year.
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Shares
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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10,186,391
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673,622
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70,032
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92,181
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1,975,184
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4.
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The
amendment and restatement of the Processa Pharmaceuticals, Inc. 2019 Omnibus Incentive Plan to increase the number of shares available
for issuance under the Plan by 2,500,000 was approved based on the following votes:
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Shares
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For
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Against
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Abstain
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Broker Non-Votes
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10,509,052
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9,979
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503,195
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1,975,184
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5.
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The
appointment of BD & Company Inc. as the independent registered public accounting firm 2021 was ratified based on the following
votes.
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Shares
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For
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Against
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Abstain
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Broker
Non-Votes
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12,467,390
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259,759
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270,261
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-
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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.
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PROCESSA
PHARMACEUTICALS, INC.
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Date:
June 10, 2021
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By:
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/s/
David Young
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David
Young
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Chief
Executive Officer
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