CONTROLS AND PROCEDURES
−Removed: of Disclosure Controls and Procedures
−Removed: controls are procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed
−Removed: under the Exchange Act, such as this Report, is recorded, processed, summarized, and reported within the time period specified in the
−Removed: SEC’s rules and forms.
−Removed: Disclosure controls are also designed with the objective of ensuring that such information is accumulated
−Removed: and communicated to our management, including the chief executive officer and chief financial officer, as appropriate to allow timely
−Removed: decisions regarding required disclosure.
−Removed: Our management evaluated, with the participation of our current chief executive officer and
−Removed: chief financial officer) (our “Certifying Officers”), the effectiveness of our disclosure controls and procedures as of March
−Removed: 31, 2026, pursuant to Rule 13a-15(b) under the Exchange Act.
−Removed: Based upon that evaluation, our chief executive officer and chief financial
−Removed: officer concluded that, have concluded that during the period covered by this report, our disclosure controls and procedures were not
−Removed: do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud.
−Removed: Disclosure controls and
−Removed: procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the
−Removed: disclosure controls and procedures are met.
−Removed: Further, the design of disclosure controls and procedures must reflect the fact that there
−Removed: are resource constraints, and the benefits must be considered relative to their costs.
−Removed: Because of the inherent limitations in all disclosure
−Removed: controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all
−Removed: our control deficiencies and instances of fraud, if any.
−Removed: The design of disclosure controls and procedures also is based partly on certain
−Removed: assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated
−Removed: goals under all potential future conditions.
−Removed: quarterly report on Form 10-Q (the “Quarterly Report”) does not include an attestation report of internal controls from our
−Removed: independent registered public accounting firm due to our status as an emerging growth company under the JOBS Act.
−Removed: in Internal Control Over Financial Reporting
−Removed: the period covered by this Quarterly Report on Form 10-Q, there has been no changes in our internal control over financial reporting
−Removed: (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter covered by this report that
−Removed: has materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
−Removed: II - OTHER INFORMATION
+Added: Evaluation of Disclosure Controls and Procedures
+Added: Disclosure controls are procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act, such as this Report, is recorded, processed, summarized, and reported within the time period specified in the SEC’s rules and forms.
+Added: Disclosure controls are also designed with the objective of ensuring that such information is accumulated and communicated to our management, including the chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.
+Added: Our management evaluated, with the participation of our chief executive officer and chief financial officer (our “Certifying Officers”), the effectiveness of our disclosure controls and procedures as of June 30, 2026, pursuant to Rule 13a-15(b) under the Exchange Act.
+Added: Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of June 30, 2026, our disclosure controls and procedures were not effective due to the material weakness in our internal controls as a result of inadequate segregation of duties within account processes due to limited personnel and insufficient written policies and procedures for accounting, IT, and financial reporting and record keeping.
+Added: We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud.
+Added: Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met.
+Added: Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs.
+Added: Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any.
+Added: The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
+Added: This quarterly report on Form 10-Q (the “Quarterly Report”) does not include an attestation report of internal controls from our independent registered public accounting firm due to our status as an emerging growth company under the JOBS Act.
+Added: Changes in Internal Control Over Financial Reporting
+Added: During the period covered by this Quarterly Report on Form 10-Q, there have been no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: PART II - OTHER INFORMATION
LEGAL PROCEEDINGS.
−Removed: are not a party to any material legal proceedings and no material legal proceedings have been threatened by us or, to the best of our
−Removed: knowledge, against us.
+Added: We are not a party to any material legal proceedings and no material legal proceedings have been threatened by us or, to the best of our knowledge, against us.
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.