Item 4. Controls and Procedures
Item 4. Controls and Procedures
Evaluation of disclosure controls and procedures
Our management, with the participation
of William R. Downs, our principal executive officer, and Jeffrey J. Guzy, our principal financial officer, evaluated the effectiveness
of our disclosure controls and procedures as of March 31, 2026, the end of the period covered by this Quarterly Report, pursuant
to Rule 13a-15 under the Exchange Act. In designing and evaluating the disclosure controls and procedures, management recognizes
that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving
the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there
are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls
and procedures relative to their costs.
Based on management’s evaluation,
Mr. Downs and Mr. Guzy concluded that our disclosure controls and procedures as of the end of the period covered by this report
were not effective in ensuring that information required to be disclosed by us in reports that we file or submit under the Exchange
Act (i) is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s
rules and forms, and (ii) is accumulated and communicated to the Company’s management, including its principal executive
and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required
disclosure.
We will continue to monitor and evaluate
the effectiveness of our disclosure controls and procedures and our internal controls over financial reporting on an ongoing basis
and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds
allow.
Changes in internal control over financial reporting
We regularly review our system of internal
control over financial reporting and make changes to our processes and systems to improve controls and increase efficiency, while
ensuring that we maintain an effective internal control environment. Changes may include such activities as implementing new, more
efficient systems, consolidating activities, and migrating processes.
There were no changes in our internal control
over financial reporting that occurred during the three months ended March 31, 2026, that have materially affected or are reasonably
likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
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