Processa pharmaceuticals inc美股招股说明书(2025-07-25版)

Common Stock (“Prospectus Supplement No. 1”), relating to the offer and sale of up to $5,239,073 of our shares of Common Stock, $0.0001 par valueper share (“Common Stock”), pursuant to the Sales Agreement dated as of May 21, 2024 (the “Sales Agreement”) we entered into withA.G.P./Alliance Global Partners (“A.G.P.”). This prospectus supplement is registering the offer and sales of up to $5,239,073 of our conjunction with Prospectus Supplement No. 1, and is qualified by reference thereto, except to the extent that the information hereinamends or supersedes the information contained in Prospectus Supplement No. 1. This prospectus supplement is not complete without and may only be delivered or utilized in connection with, Prospectus Supplement No. 1, the accompanying base prospectus, and anyfuture amendments or supplements thereto.Our Common Stock is listed on The Nasdaq Capital Market under the symbol “PCSA.” As of July 22, 2025, the last reportedsales price of our Common Stock on Nasdaq was $0.2497.The aggregate market value of our outstanding shares of our Common Stock held by non-affiliates as of July 22, 2025, is As of the date of this prospectus supplement, we have offered and sold $1,546,338 of securities pursuant to General is available to be sold pursuant to this prospectus supplement.Investing in our shares of our Common Stock involves a high degree of risk and uncertainty. See “Risk Factors”beginning on page S-5 of Prospectus Supplement No. 1 and the other documents that are incorporated by reference inProspectus Supplement No. 1 and the accompanying base prospectus. OF THIS PROSPECTUS SUPPLEMENT, THE PRIOR PROSPECTUS SUPPLEMENT OR THE ACCOMPANYINGPROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. The date of this prospectus supplement is July 25, 2025.