Processa Pharmaceuticals, Inc.

Rule 10b5-1 Trading Plans

During the quarter ended December 31, 2024, none of our directors or executive officers adopted orterminated a Rule 10b5-1 trading plan or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).

Amended and Restated Bylaws

On March 18, 2025, the Board of Directors (the “Board”) of the Company adopted the Amended and Restated Bylaws (as amended, the “Bylaws”). The Bylaws, which became effective immediately, amended Section 2.4 to change the quorum requirements for a stockholders meeting to be the holders of shares of outstanding capital stock of the Company representing one third (1/3) of the voting power of all outstanding shares of capital stock of the Company except if business is to be voted on by a class or series of stock voting as a class, then the holders of shares representing one third (1/3) of the voting power of the outstanding shares of such class or series shall constitute a quorum.

The preceding description of the Bylaws is qualified in its entirety by reference to the full text of the Bylaws dated March 18, 2025, which is filed herewith as Exhibit 3.2.

Executive Employment Agreements

On March 19, 2025, we entered into new or amended employment agreements with each of George Ng, Russell Skibsted, Sian Bigora, Wendy Guy, Patrick Lin and David Young. See Item 11 Executive Compensation – Employment Agreements herein for a summary of the employment agreements. The description of the employment agreements is qualified in its entirety by reference to the full text of the agreements, which are filed herewith as Exhibits 10.11, 10.12, 10.13, 10.14, 10.15 and 10.16.