What changed in this filing

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Item 7. Management’s Discussion and Analysis

2024-04-01 compared with 2023-03-31 · 306 added, 142 removed, 0 unchanged (100% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

following discussion and analysis should be read in conjunction with the Consolidated Financial Statements included elsewhere

in this report and the “Cautionary Note Regarding Forward-Looking Statements” above.

Technologies, Inc.

(“Novint”, the “Company”, “we”, “our”, “us”) was

originally incorporated in the State of New Mexico in April 1999.

On February 26, 2002, the Company changed its state of incorporation

to Delaware by merging with Novint Technologies, Inc., a Delaware corporation.

This merger was accounted for as a reorganization.

Company currently is engaged in the development and sale of 3D haptics products and equipment.

Haptics refers to one’s sense

Our focus is in the consumer interactive computer gaming market, but we conduct project work in other non-gaming areas

principal product is the Falcon, an extensible, grounded (e.g., desktop), three-dimensional (3D) haptic interaction device with

characteristics optimized for real-time force-feedback and tactile interaction.

Additionally, we have developed but not yet commercialized

the Xio product, a next generation, full arm, game controller with forced feedback.

Currently, we are focused on engaging in discussions

with potential partners and studying other ways to realize value from the Falcon and Xio products.

ACCOUNTING POLICIES AND ESTIMATES

of Estimates and Assumptions

preparation of financial statements in conformity with accounting principles generally accepted in the United States of America

requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure

of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses

during the reporting period.

The most significant estimates and assumptions made in the preparation of the financial statements

relate to accrued royalties and contingent consideration.

Actual results could differ from those estimates.

and Cash Equivalents

Company considers all highly liquid investments purchased with maturities of three months or less to be cash equivalents.

Company maintains cash balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”)

up to federally insured limits.

At times, balances may exceed FDIC insured limits.

The Company has not experienced any losses

in such accounts.

and Cost Recognition

May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

2014-09, Revenue from Contracts with Customers (Topic 606), and has since issued amendments thereto (collectively referred

to as “ASC 606”).

The core principle of ASC 606 is that an entity should recognize revenue to depict the transfer

of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled

in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle.

The five-step

process to achieve this principle is as follows:

(i) identify the contract(s) with a customer, (ii) identify the performance obligations

in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations

in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation.

ASC 606 also mandates

additional disclosure about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts,

including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract.

from product sales relates to the sale of the Falcon haptics interface, which is a human-computer user interface and related accessories.

The Falcon allows the user to experience the sense of touch when using a computer, while holding its interchangeable handle.

Falcons are manufactured by an unrelated party.

Revenue from product sales is recognized when the products are shipped to the

customer and the Company has earned the right to receive and retain reasonable assured payments for the products sold and delivered.

Consequently, if all these revenue from product sales requirements are not met, such sales will be recorded as deferred revenue

until such time as all revenue recognition requirements are met.

the year ended December 31, 2022, the Company did not purchase any production materials or sell any products.

Company accounts for its income taxes under the provisions of ASC Topic 740, “Income Taxes”.

The method of accounting

for income taxes under ASC 740 is an asset and liability method which requires recognition of deferred tax assets and liabilities

for the expected future tax consequences of events that have been included in the financial statements or tax returns.

method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets

and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will

not be realized.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income

in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and

liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

Value of Financial Instruments

Company follows the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)

for disclosures about fair value of its financial instruments and to measure the fair value of its financial instruments.

FASB ASC establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into

three broad levels.

The three levels of fair value hierarchy are described below:

Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable

as of the reporting date.

Pricing inputs that are generally observable inputs and not corroborated by market data.

assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or

similar techniques and at least one significant model assumption or input is unobservable.

carrying amounts of the Company’s financial assets and liabilities, including cash, prepaid expenses, accounts payable,

accrued expenses and related liabilities, approximate their fair values because of the short maturity of these instruments.

OF OPERATIONS

Ended December 31, 2022 Compared to the Year Ended December 31, 2021

Ended December 31,

the year ended December 31, 2022, the Company did not earn any revenue.

During the year ended December 31, 2021, the Company earned

revenue of $2,568 from Falcon sales.

Ended December 31,

Expenses for the year ended December 31, 2022 and 2021, were $178,736 and $172,870, respectively, an increase of $5,866 or 3%.

The increase was primarily due to an increase in professional fees relating to regular filings with the SEC.

Ended December 31,

expenses for the year ended December 31, 2022 and 2021, were $14 and $207, respectively, a decrease of $193 or 93%.

was primarily due to a decrease in finance charges of $193 in 2022.

Ended December 31,

loss for the years ended December 31, 2022 and 2021, were $178,750 and $170,509, respectively, an increase of $8,241.

was primarily due to an increase in operating expenses.

We expect to continue to incur expenses and operating losses for the foreseeable

Our net loss may fluctuate significantly from quarter to quarter and year to year.

impact of inflation upon our revenue and income / (loss) from operations during each of the past two fiscal years has not been

material to our financial position or results of operations for those years.

and Capital Resources

has evaluated whether there is substantial doubt about our ability to continue as a going concern and has determined that substantial

doubt exists as of the date of this filing.

This determination is based on the following:

the Company has incurred recurring losses

and at December 31, 2022, had an accumulated deficit of $41,803,380 and a working capital deficit of $723,856 and sustained a

net loss of $178,750 for the year ended December 31, 2022.

In the opinion of management, these factors, among others, raise substantial

doubt about our ability to continue as a going concern.

The Company’s continuation as a going concern is contingent upon

its ability to obtain additional financing and to generate revenue and cash flow to meet its obligations on a timely basis.

Company will continue to seek additional funding through debt or equity financing during the next twelve months.

While the Company

believes in the viability of generating revenues from the sale of its products and in its ability to raise additional funds, there

can be no assurances to that effect.

financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction

of liabilities in the normal course of business.

Flow Activities

of December 31, 2022, we had a total cash balance of $55,081.

Our cash flow from operating activities for the fiscal year ended

December 31, 2022 resulted in net cash used in operating activities of $130,854 compared with net cash used in operating activities

of $136,097 for the previous year ended December 31, 2021.

We did not have any cash flow from investing activities or financing

activities for the years ended December 31, 2022 or 2021.

do not currently have fixed contractual obligations or commitments that include future estimated payments.

Sheet Arrangements

do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial

condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital

resources that is material to our investors.

We have no guarantees or obligations other than those that arise out of our ordinary

business operations.

Accounting Standards

Item 15 — Note 2 to the Consolidated Financial Statements, Summary of Significant Accounting Policies, for a discussion

of recent accounting standards.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

are a smaller reporting company.

Accordingly, we are not required to provide the information required by this Item.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

our consolidated financial statements filed with this Annual Report on Form 10-K under Item 15 below.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Management’s Discussion and Analysis of Financial

Condition and Results of Operations.

Management’s Discussion

and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a reader of our financial

statements with a narrative from the perspective of management on our financial condition, results of operations, liquidity and certain

other factors that may affect future results.

In certain instances, parenthetical references are made to relevant sections of the Notes

to Financial Statements to direct the reader to a further detailed discussion.

This section should be read in conjunction with the Financial

Statements and Supplementary Data included in this Annual Report on Form 10-K.

This MD&A contains forward-looking statements

reflecting our current expectations, whose actual outcomes involve risks and uncertainties.

Actual results and the timing of events may

differ materially from those stated in or implied by these forward-looking statements due to a number of factors, including those discussed

in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” contained

in this Annual Report on Form 10-K.

Unless the context otherwise

requires, references in this MD&A to “Dror,” “we”, “us”, “our”, and the “Company”

are intended to refer to (i) following the Share Exchange (as defined below), the business and operations of Dror Ortho-Design, Inc.

and its consolidated subsidiaries, and (ii) prior to the Share Exchange, Dror Ortho-Design Ltd.

(the predecessor entity and currently

wholly owned subsidiary of Dror Ortho-Design, Inc.).

All dollar amounts in this

registration statement refer to U.S.

dollars unless otherwise indicated.

We were incorporated as Novint Technologies, Inc.

in the State of New

Mexico in April 1999.

On February 26, 2002, we changed our state of incorporation to Delaware by merging with Novint Technologies, Inc.,

a Delaware corporation.

On July 5, 2023, we entered into a share exchange agreement with the shareholders of Dror Ortho-Design, Ltd.

Dror”), pursuant to which the shareholders of Private Dror agreed to exchange all of their outstanding ordinary shares Private Dror

for shares of our Common Stock and convertible preferred stock (the “Share Exchange”).

On August 14, 2023 the Share Exchange

was consummated and we changed our name to “Dror Ortho-Design, Inc.”

Following the Share Exchange,

we succeeded to the business of Private Dror as its sole line of business.

The Share Exchange is being accounted for as a recapitalization,

with Private Dror deemed to be the accounting acquirer and the Company the acquired company.

Accordingly, Private Dror’s historical

financial statements for periods prior to the consummation of the Share Exchange have become those of the Company.

Operations reported

for periods prior to the Share Exchange are those of Private Dror.

We have reimagined the way

people can correct their smile.

We plan to disrupt the aligner

market by offering millions of people a revolutionary alternative.

We believe that people do not need to change their lifestyle to correct

their smile as they are required to do with existing aligner solutions.

Existing aligner solutions

generally share the same treatment principles, which are different from our solution.

In most cases, patients seeking to improve their

smile need to undergo a 12-to-15 month process of wearing plastic aligners, which need to be worn the entire day and should only be removed

while eating or drinking.

Patients are prescribed a series of 20 to 30 aligners that are intended to forcefully move teeth progressively

closer to their intended final position.

This process causes pain every time a new aligner is used and restricts blood circulation, which

counterproductively slows down tooth movement.

All-day aligner solutions are also intrusive, as patients need to conduct their lives at

work or school wearing the plastic aligners.

In addition, most existing aligner therapies require multiple visits to an orthodontist to

monitor the progress of treatment plans through intraoral scanning, physical examination and patient testimony.

We believe that recent rapid

advancements in technology have made traditional aligner solutions no longer the most effective treatment option for smile correction.

Our Company has developed a proprietary AI-based platform to correct people’s smiles in a discreet and less painful manner (the

The Platform uses only one smart aligner to gently move teeth into their optimum position with pulsating air

while the patient is sleeping or at home.

We are involved in the research

and development of an orthodontic alignment platform.

We have several patents for the technology used in the Platform and is currently

in the process of preparing the prototype for FDA approval.

Our predecessor first generation

Aerodentis System is a Class II medical device, which was cleared by FDA for commercialization in the U.S.

pursuant to the 510(k) notification

process for movement and alignment of teeth during orthodontic treatment of malocclusion in April 2020.

The Company is preparing to apply

for 510(k) clearance for the Platform as a Class II medical device, which constitutes an updated version of the currently cleared device.

Such updated Platform contains new and/or different components than the original device, which is why a new 510(k) clearance is required

prior to marketing the Platform in the U.S.

We have not yet filed a 510(k) submission for the Platform, and it has, thus, not been found

by the FDA to be substantially equivalent to the first generation Aerodentis System.

The Company currently does

not generate revenues to fund operations and anticipates that it will continue to incur significant losses as it continues to develop

the Platform.

Please refer to “Risk Factors - We are in the development stage, are not generating revenues and have no operating

history in the manufacturing and distribution of orthodontic medical devices or platforms for consumer use.” for additional information.

The Company intends to spend approximately $2.5 million over the next 18 months on software and hardware development as well as the accompanying

regulatory approvals and IP protection associated with such software and hardware projects.

Share Exchange

As discussed above, on July

5, 2023, we entered into a Share Exchange Agreement (as amended by that certain Amendment to Share Exchange Agreement, dated August 14,

2023, the “Share Exchange Agreement”) with Private Dror and all shareholders of Private Dror.

Pursuant to the Share Exchange

Agreement, on August 14, 2023, the shareholders of Private Dror transferred all of their ordinary shares in Private Dror to us in exchange

for 7,576,999 newly issued shares of our Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred

Stock”), and 106,782,187 shares of our Common Stock.

As a result of these share exchanges, Private Dror became a wholly owned subsidiary

of the Company.

Pursuant to the terms and

conditions of the Share Exchange Agreement:

● The shareholders of Private Dror transferred 235,088 ordinary

shares of Private Dror to us in exchange for 7,576,999 shares of Series A Convertible Preferred Stock and 106,782,187 shares of Common

Stock (the “Share Exchange”).

● In connection with the Share Exchange, we assumed all of Private

Dror’s obligations under Private Dror’s outstanding share options.

● All outstanding Series A-4 Warrants to purchase Private Dror’s

ordinary shares were assumed by the Company and converted into Share Exchange Warrants (as defined below).

● Simultaneously with the Share Exchange, the board of directors

and certain officers of the Company resigned, and a new board of directors, comprised of Private Dror’s legacy board of directors,

and new officers were appointed for the Company.

The Company’s new board of directors consists of Eliyahu (Lee) Haddad, Chaim Hurvitz,

Moshe Shvets, Chaim Ravad and Yehuda Englander.

In addition, immediately following the Share Exchange, Mr.

Haddad was appointed as the

Company’s chief executive officer, Mr.

Shvets as Chief Technology Officer, and Mr.

Hurvitz as chairman of the board of directors.

Private Placement

In connection with the closing

of the Share Exchange, pursuant to the Purchase Agreement, the Company sold (1) the Private Placement Shares and shares of Series A Preferred

Stock, or a combination thereof, at an effective purchase price of $0.011 per Private Placement Share or share of Common Stock underlying

such shares of Series A Preferred Stock and (2) Private Placement Warrants to the Private Placement Investors in connection with the Private

The Company received aggregate gross proceeds of $5,025,000 in connection with the first closing of the Private Placement on

August 14, 2023 and an additional $200,000 in connection with a second closing of on September 13, 2023.

The Company and the Private

Placement Investors also entered into a Registration Rights Agreement, pursuant to which the Company agreed to register, among other registrable

securities, on Form S-1 (or, if the Company is then eligible, on Form S-3) with the SEC:

(i) the Private Placement Shares, (ii) Conversion

Shares issuable in connection with the Purchase Agreement, (iii) the shares of Common Stock underlying the Private Placement Warrants

issued to the Private Placement Investors, and (iv) the shares of Common Stock and Conversion Shares underlying the shares of Series A

Preferred Stock issued to the investors in the December 2021 Transaction in connection with the Share Exchange.

The Company filed a registration

statement on Form S-1 covering the aforementioned securities with the SEC on February 9, 2024.

Going Concern

We have experienced net losses

and negative cash flows from operations since our inception.

As of December 31, 2023, we had cash of approximately $3.3 million, positive

working capital of $3.2 million, an accumulated deficit of approximately $13.7 million and used cash in operations during the twelve months

ended December 31, 2023 of approximately $2.4 million.

The Company does not currently have sufficient available liquidity to fund its

operations for at least the next 12 months.

Such factors raise substantial doubt about our ability to sustain operations for at least

one year from the issuance of the audited financial statements included in this Annual Report.

The accompanying financial statements do

not include any adjustments related to the recoverability and classification of asset amounts or the classification of liabilities that

might be necessary should we be unable to continue as a going concern.

In response to these conditions

and events, we are evaluating various financing strategies to obtain sufficient additional liquidity to meet our operating and capital

requirements for the next twelve months following the date of this Annual Report.

The potential sources of financing that we are evaluating

include one or any combination of secured or unsecured debt, convertible debt and equity in both public and private offerings.

plan to finance near-term operations with our cash on hand, as well as by exploring additional ways to raise capital.

There is no assurance

we will manage to raise additional capital or otherwise increase cash flows, if required.

The sources of financing described above that

could be available to us and the timing and probability of obtaining sufficient capital depend, in part, on our further developing and

commercializing the Platform and on future capital market conditions.

If our current assumptions regarding the pace of such development

are incorrect, or if there are any other changes or differences in our current assumptions that negatively impact our financing strategy,

we may have to reduce expenditures or significantly delay, scale back or discontinue the development or commercialization of the Platform.

Results of Operations

Comparison of the Years Ended December 31, 2023 and 2022

The following table sets forth

the results of our operations for the years ended December 31, 2023 and 2022:

Years Ended December 31,

Research and development

General and administrative

Share-based compensation

Financial income, net

Gain on retirement of royalty accrual

Research and Development Expenses

Research and development expenses

were $1,004,443 for the year ended December 31, 2023, compared to $850,860 for the year ended December 31, 2022.

The increase in research

and development expenses of $153,763 or 18%, was primarily due to increased outsourced consulting activities relating to the development

of our new product and an increase in salaries.

General and Administrative Expenses

General and administrative

expenses were $1,120,426 for the year ended December 31, 2023, compared to $814,653 for the year ended December 31, 2022.

in general and administrative expenses of $305,773 or 38%, was primarily due to an increase in professional fees relating to public company

compliance following the Share Exchange as well as an increase in salaries and related expenses during the year ended December 31, 2023.

Share-based Compensation Expenses

Share-based compensation expenses

were $2,253,793 for the year ended December 31, 2023, compared to $19,908 for the year ended December 31, 2022.

The increase in general

and administrative expenses of $2,233,885 or 11221%, was primarily due to the modification of the outstanding stock options as part of

the Share Exchange.

Financial (Income) Expenses, Net

Financial income was $90,147

for the year ended December 31, 2023, compared to $1,742 of income for the year ended December 31, 2022.

The increase in financial income,

net of $88,405 or 5075%, was primarily due to exchange rate differences resulting from the translation of NIS based assets and liabilities

to US dollars.

Gain on retirement of royalty accrual

Gain on retirement of royalty

accrual was $720,632 for the year ended December 31, 2023, which resulted from the retirement of outstanding royalty accrual due to the

expiration of the relevant Statute of Limitations.

There was not retirement of royalty accrual for the year ended December 31, 2022.

Liquidity and Capital Resources

Sources of Liquidity

We do not have revenues to

fund operations.

We anticipate that we will continue to incur significant losses as it continues to develop its product.

Historically,

our primary source of cash has been proceeds from the sale of equity instruments.

We raised $5.225 million through a private placement

sale of shares to new investors concurrent with the Share Exchange.

We intend to spend approximately $2.5 million over the next 18 months

on software and hardware development as well as the accompanying regulatory approvals and IP protection associated with such software

and hardware projects.

We will need to raise additional

capital to fund operating losses and grow our operations.

There can be no assurance however that we will be able to raise additional capital

when needed, or at terms deemed acceptable, if at all.

Such factors raise substantial doubt about our ability to sustain operations for

at least one year from the issuance of the audited financial statements included in this Annual Report.

The accompanying financial statements

do not include any adjustments related to the recoverability and classification of asset amounts or the classification of liabilities

that might be necessary should we be unable to continue as a going concern.

For additional information, see the section above titled “MD&A—Going

Private Placement

See the section above titled

“MD&A—Our Company—Private Placement.”

Cash Flows for the Years Ended December 31, 2023 and 2022

Years ended December 31,

Cash provided (used) in

Operating activities

$ (2,362,386 )

$ (1,517,178 )

Investing activities

Financing activities

Net increase (decrease) in cash and cash equivalents

$ (1,517,178 )

Cash Used in Operating Activities

Net cash used in operating activities was $2,362,386 for the year ended

December 31, 2023 as compared to $1,517,178 for the year ended December 31, 2022.

The amount for the year ended December 31, 2023 primarily

consisted of a net loss of $3,567,883 offset by non-cash charges of $1,533,831 (including:

Share-based compensation expense of $2,253,793,

gain on retirement of royalty accrual of $720,632 and depreciation expense of $670), and a decrease in operating assets and liabilities

excluding cash of $328,334.

The amount for the year ended December 31, 2022 primarily consisted of a net loss of $1,683,499, partially

offset by non-cash charges of $20,578 (including:

Share-based compensation expense of $ 19,908 and depreciation of $670), and a decrease

in operating assets and liabilities excluding cash of $145,743.

Cash Provided by Investing Activities

During the year ended December

31, 2023, net cash provided by investing activities was $17,966 relating to the cash received in the Share Exchange.

During the year ended

December 31, 2022, there was no cash provided by or used in investing activities.

Cash Provided by Financing Activities

During the year ended December

31, 2023, net cash provided by financing activities was $4,653,204 relating to the net proceeds from the private placement raise.

the year ended December 31, 2022, there was no cash provided by or used in financing activities.

Effects of Inflation

Management does not believe

that inflation has had a material impact on our business, sales, or operating results during the periods presented.

Off-Balance Sheet Arrangements

We currently do not have any

off-balance sheet arrangements or financing activities with special-purpose entities.

Critical Accounting Policies and Use of Estimates

The SEC defined a company’s

critical accounting policies as the ones that are most important to the portrayal of our financial condition and results of operations

and which require us to make our most difficult and subjective judgments, often as a result of the need to make estimates of matters that

are inherently uncertain.

Based on this definition,

we have identified the critical accounting policies and judgments addressed below.

We also have other key accounting policies that are

significant to understanding our results.

Research and Development

We expense all research and

development costs as they are incurred.

Research and development includes expenditures in connection with in-house research and development

salaries and staff costs, consulting fees, as well as proprietary products and technology.

Use of Estimates

The preparation of financial

statements in conformity with U.S.

GAAP requires management to make estimates or assumptions that affect the reported amounts of assets

and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of

revenue and expenses during the reporting periods.

Actual results could vary from those estimates.

Management utilizes various other estimates,

including but not limited to accrued royalties, estimated lives of long-lived assets, the valuation of stock-based compensation, the valuation

allowance for deferred tax assets and other contingencies.

The results of any changes in accounting estimates are reflected in the financial

statements in the period in which the changes become evident.

Estimates and assumptions are reviewed periodically, and the effects of

revisions are reflected in the period that they are determined to be necessary.

Recent Accounting Pronouncements

In October 2021, the FASB

issued ASU 2021-07-Compensation-Stock Compensation (Topic 718):

Determining the Current Price of an Underlying Share for Equity-Classified

Share-Based Awards.

The measurement objective in Topic 718 for share-based awards is fair value based, and the current price input is

measured at fair value.

This input is used in determining an award’s fair value.

The practical expedient in this Update allows a

non-public entity to determine the current price of a share underlying an equity classified share-based award using the reasonable application

of a reasonable valuation method.

The practical expedient in this Update is effective prospectively for all qualifying awards granted

or modified during fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15,

Early application, including application in an interim period, is permitted for financial statements that have not yet been issued

or made available for issuance as of October 25, 2021.

The implementation of this standard did not have a material effect on our financial

Quantitative and Qualitative Disclosures About Market

Not applicable.

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.

What changed 10-K

Item 7. Management’s Discussion and Analysis