Current Report Filing (8-k)
23 March 2023 - 7:31AM
Edgar (US Regulatory)
0001533743
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0001533743
2023-03-22
2023-03-22
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iso4217:USD
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): March 22, 2023
PROCESSA
PHARMACEUTICALS, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware |
|
001-39531 |
|
45-1539785 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification Number) |
7380
Coca Cola Drive, Suite 106
Hanover,
Maryland, 21076
(Address
of principal executive offices)
(443)
776-3133
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under
any of the following provisions.
☐ |
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425) |
☐ |
Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14d-2(b) |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b) |
☐ |
Pre-commencement 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
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common stock: Par value
$.0001 |
|
PCSA |
|
Nasdaq Capital Market |
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
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard.
On
March 22, 2023, Processa Pharmaceuticals, Inc. (the “Company”) received a letter (the “Notice”) from the Listing
Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that,
for the previous 30 consecutive business days, the bid price for the Company’s common stock had closed below the minimum $1.00
per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”).
The
Notice has no effect at this time on the Company’s common stock, which continues to trade on The Nasdaq Capital Market under the
symbol “PCSA.”
In
accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until September
18, 2023 (the “Compliance Date”), to regain compliance with the Bid Price Requirement. If, at any time before the Compliance
Date, the bid price for the Company’s common stock closes at $1.00 or more for a minimum of 10 consecutive business days, the Staff
will provide written notification to the Company that it has regained compliance with the Bid Price Requirement, unless the Staff exercises
its discretion to extend this 10-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H).
If
the Company is not in compliance with the Bid Price Requirement by the Compliance Date, the Company may qualify for a second 180 calendar
day compliance period. If the Company does not qualify for or fails to regain compliance during the second compliance period, then the
Staff will provide written notification to the Company that its common stock will be subject to delisting. At that time, the Company
may appeal the Staff’s delisting determination to the Nasdaq Hearings Panel. However, there can be no assurance that, if
the Company receives a delisting notice and appeals the delisting determination, such an appeal would be successful.
The
Company will continue to monitor the closing bid price of its Common Stock and seek to regain compliance with all applicable Nasdaq requirements
within the allotted compliance periods. There can be no assurance that the Company
will regain compliance with the minimum bid price requirement during the 180-day compliance period, secure a second period of 180 days
to regain compliance or maintain compliance with the other Nasdaq listing requirements.
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: |
March
22, 2023 |
By:
|
/s/
James Stanker |
|
|
|
James
Stanker |
|
|
|
Chief
Executive Officer |
Processa Pharmaceuticals (NASDAQ:PCSA)
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