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.
|
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:
|
|
|
Shares
|
|
Name
|
|
For
|
|
|
Against
|
|
|
Abstain
|
|
|
Broker Non-Votes
|
|
Dr. David Young
|
|
|
11,014,321
|
|
|
|
7,905
|
|
|
|
-
|
|
|
|
1,975,184
|
|
Dr. Khalid Islam
|
|
|
10,950,970
|
|
|
|
71,256
|
|
|
|
-
|
|
|
|
1,975,184
|
|
Geraldine Pannu
|
|
|
11,011,123
|
|
|
|
11,103
|
|
|
|
-
|
|
|
|
1,975,184
|
|
Virgil Thompson
|
|
|
10,899,514
|
|
|
|
122,712
|
|
|
|
-
|
|
|
|
1,975,184
|
|
Justin Yorke
|
|
|
10,854,402
|
|
|
|
167,824
|
|
|
|
-
|
|
|
|
1,975,184
|
|
2.
|
Results of the advisory vote relating to compensation of our named executive officers were as follows:
|
Shares
|
For
|
|
Against
|
|
|
Abstain
|
|
|
Broker Non-Votes
|
|
11,011,750
|
|
|
7,831
|
|
|
|
2,645
|
|
|
|
1,975,184
|
|
3.
|
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.
|
Shares
|
1 Year
|
|
2 Years
|
|
|
3 Years
|
|
|
Abstain
|
|
|
Broker Non-Votes
|
|
10,186,391
|
|
|
673,622
|
|
|
|
70,032
|
|
|
|
92,181
|
|
|
|
1,975,184
|
|
4.
|
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:
|
Shares
|
For
|
|
Against
|
|
|
Abstain
|
|
|
Broker Non-Votes
|
|
10,509,052
|
|
|
9,979
|
|
|
|
503,195
|
|
|
|
1,975,184
|
|
5.
|
The appointment of BD & Company Inc. as the independent registered public accounting firm 2021 was ratified based on the following votes.
|
Shares
|
For
|
|
Against
|
|
|
Abstain
|
|
|
Broker
Non-Votes
|
|
12,467,390
|
|
259,759
|
|
|
|
270,261
|
|
|
|
-
|
|