Other Information.
+Added: On August 11, 2022, we entered into an Open Market Sale Agreement (the Sale Agreement) with Jefferies LLC (the Agent), under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $200 million in “at the market”
+Added: offerings through the Agent.
+Added: Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent.
+Added: The Agent will receive a commission from us of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sale Agreement.
+Added: We are not obligated to sell, and the Agent is not obligated to buy or sell, any shares of common stock under the Sale Agreement.
+Added: No assurance can be given that we will sell any shares of common stock under the Sale Agreement, or, if we do, as to the price or amount of shares of common stock that we sell or the dates when such sales will take place.
+Added: In the Sale Agreement, we agreed to indemnify the Agent against certain liabilities, including under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, or to contribute to payments that the Agent may be required to make because of such liabilities.
+Added: We and the Agent may each terminate the Sale Agreement at any time upon specified prior written notice.
+Added: The foregoing description of the Sale Agreement is not complete and is qualified in its entirety by reference to the Sale Agreement, a copy of which will be filed as Exhibit 1.2 to our Registration Statement on Form S-3 to be filed on August 11, 2022 with the SEC and is incorporated herein by reference.
Exhibit Description
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
+Added: August 11, 2022
/s/ Jonathan E.
1 unchanged sentence
(Principal Executive Officer)
+Added: August 11, 2022
Chief Financial Officer
1 unchanged sentence
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.