What changed in this filing

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Item 1A. Risk Factors

2022-06-17 compared with 2021-11-12 · 64 added, 22 removed, 25 unchanged (77% of the section changed)

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continued to spread outside of China, including throughout the United States and other parts of the world, becoming a global pandemic.

For the period covered by this Form 10-Q, the COVID-19 pandemic has impacted our business and will likely continue to impact our business

directly and/or indirectly for the foreseeable future.

While we are hopeful that widespread vaccinations from COVID-19 will usher a new

sense of normalcy, we are unable to accurately predict the full impact that the COVID-19 pandemic will have on our results of operations

or financial condition due to numerous factors that are not within our control, including the duration and severity of the outbreak together

with any additional statewide closures resulting from increases in cases nationwide, whether from COVID-19 or variants to COVID-19, such

as the Delta variant, which may be more contagious and may or may not be preventable by the currently available vaccines, including recently

approved booster regimens.

Since then, the pandemic has seen waves of increases and decreases of infections due to the emergence of variants to the original COVID-19

strain such as the Delta variant and Omicron variant.

For the period covered by this Form 10-Q, the COVID-19 pandemic has impacted our

business and will likely continue to impact our business directly and/or indirectly for the foreseeable future.

While we are hopeful

that widespread vaccinations from COVID-19, together with increases in immunity within the population, will usher in a new sense of normalcy,

we are unable to accurately predict the full impact that the COVID-19 pandemic will have on our results of operations or financial condition

due to numerous factors that are not within our control.

in affected regions have implemented and may continue to implement safety precautions, including stay-at-home orders, travel restrictions,

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business operations both in and outside of affected areas.

While many of the original restrictions levied by governments have been removed,

given the recent rise in cases, it is possible that local governments may reinstitute some or all of the previously implemented restrictive

measures in order to curtail the increase in the number of reported cases.

We continue to monitor our operations and government recommendations

and have made appropriate modifications to our operations because of COVID-19, including transitioning to a remote work environment,

substantial reductions in employee travel, virtualization or cancellation of customer and employee events, and remote sales, implementation,

and support activities, among other modifications.

While many of the original restrictions levied by governments in 2020 have

recently been removed at local and national levels, additional variants, such as the recently reported BA.2 variant, could emerge causing

significant increases in cases which could cause governments to reinstitute some or all of the previously implemented restrictive measures

in order to curtail the increase in the number of reported cases and associated hospitalizations.

This happened with the emergence of

the Omicron variant at the end of 2021, and many of such restrictions are now being lifted (or have been lifted) given the decrease in

cases across the country.

We continue to monitor our operations and government recommendations and have made appropriate modifications

to our operations because of COVID-19, including transitioning to a remote work environment, substantial reductions in employee travel,

virtualization or cancellation of customer and employee events, and remote sales, implementation, and support activities, among other

modifications.

These decisions may delay or reduce sales and harm productivity and collaboration.

The cancellation of industry events nationwide reduces our ability to meet with existing and potential new customers.

Our customers’

businesses could be disrupted or they could seek to limit technology spending, either of which could foreclose future business opportunities,

could negatively impact the willingness of our customers to enter into or renew contracts with us, and ultimately adversely affect our

Although we are unable to predict the precise impact of COVID-19 on our business, our business depends to a large extent on

the willingness of customers to enter into or renew contracts with us.

The cancellation of industry events

nationwide reduces our ability to meet with existing and potential new customers.

Our customers’ businesses could be disrupted

or they could seek to limit technology spending, either of which could foreclose future business opportunities, could negatively impact

the willingness of our customers to enter into or renew contracts with us, and ultimately adversely affect our revenues.

are unable to predict the precise impact of COVID-19 on our business, our business depends to a large extent on the willingness of customers

to enter into or renew contracts with us.

addition, while the long-term economic impact and the duration of the COVID-19 pandemic may be difficult to assess or predict, the widespread

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to access capital and could negatively affect our liquidity and the liquidity and stability of markets for our common stock.

conflict in Ukraine could have an adverse effect on our business, results of operations, financial condition, and cash flow in the future.

ongoing conflict in the Ukraine raises a host of potential risk factors to consider even though the Company does not conduct business

in the Ukraine or Russia.

Recent sanctions brought against Russia will impact the import, export, sale, and supply of goods and services

with companies located in the US and other regions.

This will likely have a negative impact on the global economy and effect economic

and capital markets.

A downturn in the economy caused by these measures could result in a reduction in our revenue.

light of the above described sanctions, we are aware of the possibilities of increased cyber-attacks.

The US Cyber-security and Infrastructure

Security Agency (“CISA”) has recently issued a warning of the risk of Russian cyber-attacks on US networks and critical infrastructure.

While we do not currently believe that we are a likely target of a cyber-attack, we continue to be diligent in our controls over our

information technology, systems and data.

If we do fall victim to such attack, it could have an adverse effect on our business operations.

operations and financial results are subject to various other risks and uncertainties that could adversely affect our business, financial

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Please refer to our annual report on Form 10-K for fiscal year

2020 filed March 29, 2021, for further information concerning other risks and uncertainties that could negatively impact us.

2021 filed March 24, 2022 as amended June 9, 2022, for further information concerning other risks and uncertainties that could

negatively impact us.

have identified a material weakness in our internal control over financial reporting, and this or other material weaknesses, or inadequate

remediation measures, could impair our ability to report accurate financial information in a timely manner, which could adversely affect

our business and results of operations.

management is responsible for establishing and maintaining effective internal control over financial reporting (as defined in Rules 13a-15(f)

and 15d-15(f) under the Exchange Act).

As disclosed in Part I, Item 4.

“Controls and Procedures”, our management identified

a material weakness relating to certain administrative errors accounting for shares surrendered in option exercises to cover personal

income tax liabilities, the calculation of shares issued and outstanding, and weighted-average shares outstanding as well as in our treatment

of certain equity awards as liabilities which results in an increase in our selling, general and administrative expenses in certain prior

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that

there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not

be prevented or detected on a timely basis.

As a result of this material weakness, our management concluded that our internal control

over financial reporting was not effective as of March 31, 2022.

If our remedial measures described in Part I, Item 4 are insufficient

to address the above described weakness, or if additional material weaknesses or significant deficiencies in our internal control are

discovered or occur in the future, our consolidated financial statements may contain material misstatements and may not be available

in a timely manner and we could be required to restate our financial statements which could lead to substantial additional costs for

accounting and legal fees.

We cannot assure you that the measures we have taken to date, or any measures we may take in the future, will

be sufficient to avoid potential future material weaknesses.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

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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-Q

Item 1A. Risk Factors