What changed in this filing

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Item 4. Controls and Procedures

2026-08-14 compared with 2026-05-20 · 39 added, 41 removed, 25 unchanged (76% of the section changed)

Controls and Procedures

Evaluation of Disclosure

Controls and Procedures

Evaluation of

Disclosure Controls and Procedures

Disclosure controls and procedures are controls

and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or

submit pursuant to the requirements of the Exchange Act is recorded, processed, summarized and reported, within the time periods

specified in the SEC’s rules and forms.

Disclosure controls and procedures include, among other things, controls and

procedures designed to ensure that such information is accumulated and communicated to our management, including our principal

executive and financial officer, to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of

our management, including our principal executive and financial officer, we conducted an evaluation of the effectiveness of our disclosure

and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit

pursuant to the requirements of the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in

the SEC’s rules and forms.

Disclosure controls and procedures include, among other things, controls and procedures designed to

ensure that such information is accumulated and communicated to our management, including our principal executive and financial officer,

to allow timely decisions regarding required disclosure.

Under the supervision and with the participation

of our management, including our principal executive and financial officer, we conducted an evaluation of the effectiveness of our disclosure

controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered

1 unchanged sentence

Based on this evaluation, and because of the material weaknesses in internal control over financial reporting described

below, management concluded that the Company’s disclosure controls and procedures were not effective as of March 31, 2026.

below, management concluded that the Company’s disclosure controls and procedures were not effective as of June 30, 2026.

Material Weaknesses

3 unchanged sentences

of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

During management’s evaluation of internal

control over financial reporting, management identified material weaknesses related to information technology general controls over certain

applications that support the Company’s financial reporting processes.

Management identified

material weaknesses related to information technology general controls over certain applications that support the Company’s financial

reporting processes.

Specifically, management identified deficiencies associated with (a) effective user access controls to appropriately

segregate duties and adequately restrict user and privileged access, (b) effective controls to monitor, document and approve application

changes, and (c) effective controls related to monitoring of critical jobs.

As a result of these deficiencies and certain account reconciliation

and review controls that were not effectively designed in fully mitigating the related risks, automated process- level and manual controls

within the financial reporting cycles that rely on information generated from such financially relevant systems were not considered effective.

Notwithstanding the identified

material weaknesses, management, including our principal executive, financial and accounting officer, concluded the consolidated financial

statements included in this report fairly represent in all material respects our results of operations, financial condition, and cash

flows at and for the periods presented in accordance with U.S.

As disclosed in Part II,

Item 9A of the Annual Report on Form 10-K for the year ended December 31, 2025, management concluded that the aforementioned material

During management’s

evaluation of internal control of financial reporting, management identified material weaknesses related to information technology general

controls over certain applications that support the Company’s financial reporting processes.

Specifically, management identified

deficiencies associated with (a) effective user access controls to appropriately segregate duties and adequately restrict user and privileged

access, (b) effective controls to monitor, document and approve application changes, and (c) effective controls related to monitoring

of critical jobs.

As a result of these deficiencies and certain account reconciliation and review controls that were not effectively

designed in fully mitigating the related risks, automated process- level and manual controls within the financial reporting cycles that

rely on information generated from such financially relevant systems were not considered effective.

Notwithstanding the

identified material weaknesses, management, including our principal executive, financial and accounting officer, concluded the consolidated

financial statements included in this report fairly represent in all material respects our results of operations, financial condition,

and cash flows at and for the periods presented in accordance with U.S.

As disclosed in Part

II, Item 9A of the Annual Report on Form 10-K for the year ended December 31, 2025, management concluded that the aforementioned material

weaknesses in internal control existed for the Company.

Management concluded that these material weaknesses still existed as of March 31,

Management concluded that these material weaknesses still existed as of June

Remediation Plan

2 unchanged sentences

These remediation efforts include:

● Formalizing

information technology governance procedures related to user access administration, periodic

access reviews, and application change management for systems supporting financial reporting;

documentation, approval, testing, and tracking procedures for application changes;

user roles and access permissions within relevant applications and implementing additional

role-based access governance procedures, as appropriate;

the documentation, retention, and review of system change logs and other relevant system

activity logs;

● Strengthening

documentation of existing monitoring controls related to system interfaces, application functionality,

and data validation processes.

Formalizing information

technology governance procedures related to user access administration, periodic access reviews, and application change management

for systems supporting financial reporting;

Enhancing documentation,

approval, testing, and tracking procedures for application changes;

Reviewing user roles and

access permissions within relevant applications and implementing additional role-based access governance procedures, as appropriate;

Enhancing the documentation,

retention, and review of system change logs and other relevant system activity logs;

Strengthening documentation

of existing monitoring controls related to system interfaces, application functionality, and data validation processes.

Management will continue

9 unchanged sentences

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 4. Controls and Procedures