LEGAL PROCEEDINGS
−Removed: On September 18, 2024, Matthias Alder (“Mr.
−Removed: Alder”) filed suit against us in the Circuit Court of Maryland for Montgomery County (the “Litigation”).
−Removed: On October 10, 2024, Mr.
−Removed: Alder amended the complaint in the Litigation to add Jeffrey Riley, a member of our board of directors, and Khalid Islam, Executive Chairman of the board of directors, as defendants.
−Removed: Alder served as our Chief Operating Officer and subsequently as Chief Executive Officer during his approximately two and a half year tenure with us beginning in October 2021.
−Removed: Alder’s employment with us was terminated on June 25, 2024.
−Removed: In connection with Mr.
−Removed: Alder’s departure, we entered into a separation and general release agreement with Mr.
−Removed: Alder on June 27, 2024 (the “Separation Agreement”).
−Removed: In his suit, Mr.
−Removed: Alder alleges, among other things, that we breached the Separation Agreement and employment agreement with Mr.
−Removed: Alder by failing to pay certain severance amounts as well as violated non-disparagement obligations to Mr.
−Removed: We are vigorously defending ourselves in the matter.
−Removed: If the lawsuit is not amicably resolved at a mediation session currently scheduled for March 31, 2025, we will consider filing counterclaims against Mr.
+Added: On January 21, 2026, Andrew Schwartzberg filed a complaint (the “Complaint”) against the Company and Gene Mack in the United States District Court for the District of Delaware.
+Added: The Complaint alleges that we and Mr.
+Added: Mack failed to honor an alleged agreement to amend the exercise price of Mr.
+Added: Schwartzberg’s outstanding warrants, which agreement the Complaint alleges was made to induce Mr.
+Added: Schwartzberg’s further investment in the Company.
+Added: Based on these allegations, the Complaint asserts claims of:
+Added: (1) breach of contract against the Company;
+Added: (2) fraudulent inducement against us and Mr.
+Added: (3) fraud against us and Mr.
+Added: and (4) negligent misrepresentation against us and Mr.
+Added: The Complaint seeks the following relief:
+Added: (1) a declaration that the agreement to reprice the warrants is valid and enforceable;
+Added: (2) specific performance of the agreement to reprice Mr.
+Added: Schwartzberg’s outstanding warrants;
+Added: or (3) in the alternative, monetary damages in excess of $3.1 million.
+Added: The response to the Complaint is due on March 31, 2026.
+Added: Mack intend to vigorously defend against the action.
MINE SAFETY DISCLOSURES
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.