−Removed: Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
−Removed: for Common Equity
−Removed: common stock is traded on the Nasdaq Capital Market under the symbol “LUCD”.
−Removed: of March 21, 2024, there were 48,244,798 shares of our common stock issued.
−Removed: Our shares of common stock are held by an estimated
−Removed: 256 holders of record and we believe our shares of common stock are held by significantly more beneficial owners.
−Removed: have not paid any cash dividends on our common stock to date.
+Added: Market for Registrants
+Added: Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
+Added: Market for Common Equity
+Added: Our common stock is traded on
+Added: the Nasdaq Capital Market under the symbol “LUCD”.
+Added: As of March 20, 2025, there
+Added: were 90,753,851 shares of our common stock issued.
+Added: Our shares of common stock are held by an estimated 338 holders of record and we
+Added: believe our shares of common stock are held by significantly more beneficial owners.
+Added: We have not paid any cash dividends
+Added: on our common stock to date.
Any future decisions regarding dividends will be made by our board of directors.
−Removed: We do not anticipate paying dividends in the foreseeable future but expect to retain earnings to finance the growth of our business.
−Removed: Subject to the restrictions described below and applicable law, our board of directors has complete discretion on whether to pay dividends.
−Removed: Even if our board of directors decides to pay dividends, the form, frequency and amount will depend upon our future operations and earnings,
−Removed: capital requirements and surplus, general financial condition, contractual restrictions, amongst and other factors deemed relevant.
−Removed: long as the Senior Convertible Note (see “ Liquidity and Capital Resources ” in Item 7 below) is outstanding, we may
−Removed: not, directly or indirectly, redeem, or declare or pay any cash dividend or cash distribution on, any of our securities without the prior
−Removed: express written consent of the purchasers of the Senior Convertible Note.
−Removed: Furthermore, our common stock is junior to our preferred stock
−Removed: with respect to certain in-kind dividends payable to the holders of such preferred stock.
−Removed: B Preferred Stock
−Removed: The holders of Series B
−Removed: Preferred Stock are entitled to dividends payable as follows:
−Removed: (i) a number of shares of common stock equal to 20% of the number of
+Added: We do not anticipate paying
+Added: dividends in the foreseeable future but expect to retain earnings to finance the growth of our business.
+Added: Subject to the restrictions
+Added: described below and applicable law, our board of directors has complete discretion on whether to pay dividends.
+Added: Even if our board of
+Added: directors decides to pay dividends, the form, frequency and amount will depend upon our future operations and earnings, capital requirements
+Added: and surplus, general financial condition, contractual restrictions, amongst and other factors deemed relevant.
+Added: As long as the 2024 Convertible
+Added: Notes (see “ Liquidity and Capital Resources ” in Item 7 below) are outstanding, we may not, directly or indirectly,
+Added: redeem, or declare or pay any cash dividend or cash distribution on, any of our securities without the prior express written consent
+Added: of a majority-in-interest of the holders of the 2024 Convertible Notes (subject to limited exceptions).
+Added: Furthermore, our common stock
+Added: is junior to our preferred stock with respect to certain in-kind dividends payable to the holders of such preferred stock.
+Added: Series B Preferred Stock
+Added: Each holder of our Series B
+Added: Preferred Stock (i) was entitled to receive, and did receive, a dividend on or about March 13, 2025 equal to 20% of the number of
shares of Common Stock issuable upon conversion of the Series B Preferred Stock then held by such holder on March 13, 2025, and (ii)
−Removed: a number of shares of common stock equal to 20% of the number of shares of common stock issuable upon conversion of the Series B
−Removed: Preferred Stock then held by such holder on March 13, 2026.
−Removed: Under the terms of the Series B Preferred Stock, a holder that converts
−Removed: its Series B Preferred Stock prior to March 13, 2025 or March 13, 2026, as the case may be, will not receive the dividend that
+Added: will be entitled to receive a dividend on or about March 13, 2026 equal to a number of shares of Common Stock equal to 20% of the
+Added: number of shares of Common Stock issuable upon conversion of the Series B Preferred Stock then held by such holder on March 13,
+Added: A holder that voluntarily converts its Series B Preferred Stock prior to March 13, 2026 will not receive the dividend that
accrues on such date with respect to such converted Series B Preferred Stock.
2 unchanged sentences
paid on shares of the Common Stock when, as, and if such dividends are paid on shares of the Common Stock.
−Removed: Sales of Unregistered Securities and Use of Proceeds
−Removed: as previously disclosed in our current reports on Form 8-K and quarterly reports on Form 10-Q, and except as disclosed below, we did
−Removed: not sell any unregistered securities or repurchase any of our securities during the fiscal year ended December 31, 2023.
+Added: On or about March 13, 2025, the Company issued 7,117,463 shares of its common stock as the dividend to the holders
+Added: of its Series B Preferred Stock (in accordance with clause (i) of the paragraph above).
+Added: Series B-1 Preferred Stock
+Added: The holders of our Series
+Added: B-1 Preferred Stock are entitled to dividends payable as follows:
+Added: (i) a number of shares of common stock equal to 20% of the number
+Added: of shares of common stock issuable upon conversion of the Series B-1 Preferred Stock then held by such holder on May 6, 2025, and
+Added: (ii) a number of shares of common stock equal to 20% of the number of shares of common stock issuable upon conversion of the Series
+Added: B-1 Preferred Stock then held by such holder on May 6, 2026.
+Added: Under the terms of the Series B-1 Preferred Stock, a holder that
+Added: converts its Series B-1 Preferred Stock prior to May 6, 2025 or May 6, 2026, as the case may be, will not receive the dividend that
+Added: accrues on such date with respect to such converted Series B-1 Preferred Stock.
+Added: The holders of the Series B-1 Preferred Stock also
+Added: will be entitled to dividends equal, on an as-if-converted to shares of common stock basis, to and in the same form as dividends
+Added: actually paid on shares of the common stock when, as, and if such dividends are paid on shares of the common stock.
+Added: Recent Sales of Unregistered Securities and Use
+Added: Except as previously disclosed
+Added: in our current reports on Form 8-K and quarterly reports on Form 10-Q, and except as disclosed below, we did not sell any unregistered
+Added: securities or repurchase any of our securities during the fiscal year ended December 31, 2024.
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.