Item 1B. Unresolved Staff Comments
Item 1B.
Unresolved Staff Comments
Not
applicable.
Item 1C.
Cybersecurity
Cybersecurity
Risk Management and Strategy
We
recognize the importance of assessing, identifying, and managing material risks associated with cybersecurity threats, as such term is
defined in Item 106 (a) of Regulation S-K. These risks include, among other things, operational risks, the risk of intellectual
property theft, fraud, harm to employees or third parties with which we conduct business and violation of data privacy or security laws.
Identifying
and assessing cybersecurity risk is integrated into our overall risk management systems and processes. We have established policies and
controls for assessing, identifying and managing material cybersecurity risks and responding to material cybersecurity incidents.
38
We
routinely assess material cybersecurity risks, including potential unauthorized occurrences on, or conducted through, our information
systems that may compromise the confidentiality, integrity or availability of those systems or information maintained in them.
We conduct periodic risk assessments to identify cybersecurity threats, as well as assessments when there is a material change in our
business practices that we believe could affect information systems that are vulnerable to cybersecurity threats. These risk assessments
include identifying reasonably foreseeable internal and external risks and the potential harm if the risks were to materialize. We conduct
these risk assessments directly and also periodically engage third-party providers to support these processes.
Following
these risk assessments, we evaluate how to appropriately implement and maintain reasonable safeguards to mitigate identified risks; reasonably
address any identified gaps in existing safeguards; and regularly monitor the effectiveness of our safeguards. We have implemented cybersecurity
tools, conducted employee training, and monitored emerging laws and regulations related to data protection and information security.
We may a lso obligate certa in third -party business partners to certify that
they can implement and maintain appropriate security measures, consistent with all applicable laws, in connection with their work for
us, and to promptly report any suspected breach of their security measures that may affect the Company.
Cybersecurity
events and data incidents are evaluated, assessed based on severity and prioritized for response and remediation. Under our incident
response policies, incidents are evaluated to determine materiality as well as operational and business impact and reviewed for privacy
impact.
We
have not , to date, experienced a cybersecurity incident that was determined to be material, although, as a technology provider, we have
experienced incidents in the past. Despite our cybersecurity efforts, we may not be successful in preventing or mitigating a cybersecurity
incident that could have a material adverse effect on our business. For additional information regarding whether any risks from cybersecurity
threats are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial
condition, please refer to “Item 1A, Risk Factors” in this Annual Report on Form 10-K.
Cybersecurity
Governance
Cybersecurity
is an important part of our risk management processes and an area of focus for our board of directors and management team. Our board
of directors has delegated responsibility to the Audit Committee for the oversight of risks from cybersecurity threats. Members of the
Audit Committee receive regular updates from senior management, including leaders from our information technology, legal and compliance
teams regarding matters of cybersecurity. This includes existing and new cybersecurity risks, information on how management is addressing
and/or mitigating those risks, cybersecurity incidents (if any) and the status on key information security initiatives.
Our
Chief Executive Officer and Chief Financial Officer are principally responsible for overseeing the cybersecurity risk management program,
in partnership with outside consultants, as well as managing and responding to material cyber incidents if any occur. Our CFO also serves
as a board member at a cybersecurity and mobile IT solutions company. Although our CEO and CFO do not otherwise have cybersecurity expertise,
their many years in Company management and risk oversight more generally position them well to oversee the cybersecurity risk management
program, which they do in partnership with outside consultants. They provide periodic briefings to the Audit Committee and to the Board
of Directors about our cybersecurity risks and activities, including cybersecurity incidents and responses, cybersecurity systems testing,
third-party activities and related topics. In addition, our policies for managing and responding to cybersecurity incidents include procedures
for appropriate escalations to our Audit Committee Chair.
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