Processa Pharmaceuticals, Inc. — Major Shareholding Notification 2025

Jun 24, 2025

xml version="1.0" encoding="UTF-8"? SCHEDULE 13G 0001649553 XXXXXXXX LIVE Common Stock, $0.0001 par value per share 06/17/2025 0001533743 Processa Pharmaceuticals, Inc. 74275C304 601 21st Street Suite 300 Vero Beach FL 32960 Rule 13d-1(c) CVI Investments, Inc. E9 0 2663078 0 2663078 2663078 N 9.9 CO With respect to Row 6 and Row 8 above, Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and as such may exercise voting and dispositive power over the shares reported as beneficially owned by CVI Investments, Inc. herein. Heights Capital Management, Inc. DE 0 2663078 0 2663078 2663078 9.9 CO With respect to Row 6 and Row 8 above, Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and as such may exercise voting and dispositive power over the shares reported as beneficially owned by CVI Investments, Inc. herein. Processa Pharmaceuticals, Inc. 601 21st Street, Suite 300, Vero Beach, FL 32960 This statement is filed by the entities listed below, who are collectively referred to herein as "Reporting Persons," with respect to the shares of common stock of Processa Pharmaceuticals, Inc. (the "Company"), par value $0.0001 per share (the "Shares"). (i) CVI Investments, Inc. (ii) Heights Capital Management, Inc. The address of the principal business office of CVI Investments, Inc. is: P.O. Box 309GT Ugland House South Church Street George Town Grand Cayman KY1-1104 Cayman Islands The address of the principal business office of Heights Capital Management, Inc. is: 101 California Street, Suite 3250 San Francisco, California 94111 Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. Y The information required by this Item 4(a) is set forth in Row 9 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The number of Shares reported as beneficially owned consists of (i) 2,200,000 Shares, and (ii) Shares issuable upon the exercise of pre-funded warrants and other warrants to purchase Shares (collectively, the "Warrants"). The Warrants are not exercisable to the extent that the total number of Shares then beneficially owned by a Reporting Person and its affiliates and any other persons whose beneficial ownership of Shares would be aggregated with such Reporting Person for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, would exceed 9.99%. The Company's Prospectus (Registration No. 333-287997), filed on June 18, 2025, indicates there were 26,194,356 Shares outstanding (excluding Shares underlying the Warrants) as of the completion of the offering of the Shares referred to therein. 9.9 The information required by this Item 4(c)(i) is set forth in Row 5 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The information required by this Item 4(c)(ii) is set forth in Row 6 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. Heights Capital Management, Inc., which serves as the investment manager to CVI Investments, Inc., may be deemed to be the beneficial owner of all Shares owned by CVI Investments, Inc. Each of the Reporting Persons hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein. The information required by this Item 4(c)(iii) is set forth in Row 7 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The information required by this Item 4(c)(iv) is set forth in Row 8 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. Heights Capital Management, Inc., which serves as the investment manager to CVI Investments, Inc., may be deemed to be the beneficial owner of all Shares owned by CVI Investments, Inc. Each of the Reporting Persons hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein. Y Y Y Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. EXHIBIT INDEX EXHIBIT DESCRIPTION _ _ I Limited Power of Attorney II Joint Filing Agreement CVI Investments, Inc. /s/ Sarah Travis Sarah Travis, Assistant General Counsel and Assistant Secretary of Heights Capital Management, Inc. 06/24/2025 Heights Capital Management, Inc. /s/ Sarah Travis Sarah Travis, Assistant General Counsel and Assistant Secretary 06/24/2025 Heights Capital Management, Inc. serves as authorized agent of CVI Investments, Inc. pursuant to a Limited Power of Attorney, a copy of which is attached as Exhibit I hereto.