Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
Unregistered
Sales of Equity Securities
On
July 17, 2025, the Company issued 12,500 shares of common stock upon the conversion of 1,000 shares of Series B Preferred at a conversion
price of $4.00 per share.
On
August 6, 2025, the Company issued 49,332 shares of common stock upon the conversion of 3,289 shares of Series A Preferred at a conversion
price of $3.00 per share.
On
September 15, 2025, the Company issued 3,085 shares of its Series A Preferred as dividends pursuant to the terms of the Series A Certificate
of Designation.
During
the three months ended September 30, 2025, the Company issued 8,906 shares of common stock upon the cashless exercise of 15,000 options.
During
the three months ended September 30 , 2025, the Company issued 7,500 shares
of common stock for services rendered and to be rendered to the Company.
The
foregoing issuances were exempt from registration under Section 4(a)(2) of the Securities Act.
32
Share
Repurchase Program
The
following table provides information about the Company’s purchases of equity securities during the quarter ended September 30,
2025.
Period
Total
number
of shares
purchased
Average
price
paid per share
Total
number
of shares
purchased as
part of publicly
announced plans
or programs (1)
Maximum
number
(or approximate
dollar value) of
shares
that may yet be
purchased under the
plans or programs
July 1 to July 31, 2025
-
-
-
701,793
August 1 to August 31, 2025
-
-
-
701,793
September 1 to September
30, 2025
183,055
5.24
183,055
8,742,580
Total
183,055
$
5.24
183,055
$
8,742,850
(1)
On September 23, 2025, the Company’s board of directors authorized a share repurchase program, pursuant to which the Company may
repurchase up to $10 million of its shares of common stock through December 31, 2026 (the “September Buyback Program”). This
share repurchase program is in addition to the share repurchase program approved by the Company’s board of directors on February
26, 2025, which authorized the Company to repurchase up to $1 million of its shares of common stock and was completed on September 19, 2025. Approximately $8.7 million remains authorized
for repurchase under the September Buyback Program.
Item
3. Defaults upon Senior Securities
None.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.