1 unchanged sentence
Evaluation of Disclosure Control and Procedures
−Removed: Our management, with the participation of our chief executive officer and chief financial officer evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act, as of March 31, 2025.
+Added: Our management, with the participation of our chief executive officer and chief financial officer evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act, as of June 30, 2025.
The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the United States Securities and Exchange Commission’s rules and forms.
1 unchanged sentence
In connection with our chief executive officer and chief financial officer’s review of the disclosure controls and procedures for our Annual Report on Form 10-K for the year ended December 31, 2024, our management concluded that there was a material weakness in our disclosure controls and procedures as described below.
−Removed: Based on the evaluation of our disclosure controls and procedures as of March 31, 2025, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were not effective at the reasonable assurance level because of the existence of a material weakness as described below.
+Added: Based on the evaluation of our disclosure controls and procedures as of June 30, 2025, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were not effective at the reasonable assurance level because of the existence of a material weakness as described below.
Notwithstanding the material weakness in our internal control over financial reporting described below, management believes that the consolidated financial statements and related financial information included in this Quarterly Report on Form 10-Q fairly present in all material respects our financial condition, results of operations, and cash flows as of the dates presented, and for the periods ended on such dates, in conformity with accounting principles generally accepted in the United States of America.
5 unchanged sentences
We concluded that the deficiency represents a material weakness in our internal control over financial reporting and that our disclosure controls and procedures were not effective as of December 31, 2024.
−Removed: Management’s Plan to Remediate the Identified Material Weakness
−Removed: The above-described material weakness has not been fully remediated as of the filing of this Quarterly Report on Form 10-Q.
−Removed: Since identifying the material weakness described above, management, with oversight from the Audit Committee, has begun to implement enhanced policies, including changes to completely capture program and data change logs.
−Removed: These controls and procedures are intended to address the identified material weakness and to enhance our overall internal control over financial reporting.
−Removed: Specifically, we have configured our back-ups for our production environment to retain complete program and data change logs.
−Removed: We also intends to implement automated tracking tools to ensure that all program and data changes are recorded and logged.
−Removed: As management continues to evaluate and improve our internal control over financial reporting and disclosure controls and procedures, management may determine to take additional measures to improve controls and determine to modify the remediation plan described above.
−Removed: We are working to remediate the material weakness as efficiently and effectively as possible, but the material weakness cannot be considered fully remediated until the updated policies and changes to the production environment have been in place and operated for a sufficient period of time to enable management to conclude, through testing, that these controls are designed and operating effectively.
−Removed: Accordingly, management will continue to monitor and evaluate the effectiveness of our internal control over financial reporting in the activities affected by the material weakness described above.
+Added: Status of Remediation
+Added: Management, with oversight from the Audit Committee, has implemented remediation measures to address this material weakness.
+Added: As of April 29, 2025, automated tracking tools were implemented and activated to ensure complete logging of all program and data changes from the impacted financially relevant systems.
+Added: While these remediation activities were completed as of April 29, 2025, the material weakness cannot be considered fully remediated until the updated controls have been in place and operating effectively for a sufficient period of time and management has completed testing to confirm their effectiveness.
+Added: Management will continue to monitor and evaluate the design and operating effectiveness of these controls.
+Added: Planned Conclusion
+Added: The Company expects to continue evaluating the effectiveness of the remediated controls throughout the remainder of the year.
+Added: If these controls are determined to operate effectively for a sufficient period of time, management expects to conclude that the material weakness has been fully remediated in a future reporting period based on sufficient and appropriate evidence of operating effectiveness.
Change in Internal Controls over Financial Reporting
−Removed: Other than the material weakness and remediation plan discussed above, there have been no other changes in our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) of the Exchange Act) that occurred during the period ended March 31, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: Other than the material weakness and remediation discussed above, there have been no other changes in our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) of the Exchange Act) that occurred during the period ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II – OTHER INFORMATION
1 unchanged sentence
We have been, and in the future may be, the defendant or plaintiff in various actions arising in the normal course of business.
−Removed: As of March 31, 2025, we were not party to any material legal proceedings.
+Added: As of June 30, 2025, we were not party to any material legal proceedings.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.