What changed in this filing

/stocks — the workspaceLOADING

Item 1A. Risk Factors

2023-11-08 compared with 2023-08-09 · 49 added, 10 removed, 3 unchanged (95% of the section changed)

were no material changes from the risk factors set forth under Part I, Item 1A., “Risk Factors” in our Annual Report on Form

10-K for the fiscal year ended December 31, 2022.

You should carefully consider the risk factors contained in our Annual Report on Form

10-K for the fiscal year ended December 31, 2022 in addition to the other information set forth in this report which could materially

affect our business, financial condition or future results.

The risks and uncertainties described in this report and in our Annual Report

on Form 10-K for the year ended December 31, 2022, as well as other reports and statements that we file with the SEC, are not the only

risks and uncertainties facing us.

Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial

may also have a material adverse effect on our financial position, results of operations or cash flows.

as set forth below, there were no material changes from the risk factors set forth under Part I, Item 1A., “Risk Factors”

in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

You should carefully consider the risk factors contained

in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 in addition to the other information set forth in this

report which could materially affect our business, financial condition or future results.

The risks and uncertainties described in this

report and in our Annual Report on Form 10-K for the year ended December 31, 2022, as well as other reports and statements that we file

with the SEC, are not the only risks and uncertainties facing us.

Additional risks and uncertainties not currently known to us or that

we currently deem to be immaterial may also have a material adverse effect on our financial position, results of operations or cash flows.

could be delisted from the NYSE American, which could seriously harm the liquidity of our stock and our ability to raise capital.

are currently having, and may continue to have, difficulty satisfying NYSE American listing requirements for our common stock.

currently not in compliance with NYSE American listing requirements, specifically the minimum bid price requirement, and must regain

compliance prior to March 21, 2024.

If we are unable to regain such compliance, we will cease to be eligible to trade on Nasdaq.

may have to pursue trading on a less recognized or accepted market, such as the OTC Bulletin

Board or the “pink sheets.”

of our common stock could be less liquid and marketable, thereby reducing the ability of

stockholders to purchase or sell our shares as quickly and as inexpensively as they have

done historically.

If our stock is traded as a “penny stock,” transactions in

our stock would be more difficult and cumbersome.

may be unable to access capital on favorable terms or at all, as companies trading on alternative

markets may be viewed as less attractive investments with higher associated risks, such that

existing or prospective institutional investors may be less interested in, or prohibited

from, investing in our common stock.

This may also cause the market price of our common stock

reverse-stock split of our common stock may not have the intended consequences.

November 1, 2023, our shareholders approved an amendment to our Certificate of Incorporation to effect a reverse stock split at a ratio

in the range of 1-for-2 to 1-for-50, to be determined at the discretion of the Board, and to reduce the total number of authorized shares

of common stock from 500,000,000 to 250,000,000, which we refer to as the reverse stock split and authorized share reduction, respectively.

We believe that the reverse stock split may result in our regaining compliance with the listing standards of the NYSE American, an increase

to the market price of our common stock, enhance the appeal of our common stock to the financial community, improve the trading liquidity

of our common stock, make it possible for us to “up-list” our common stock to a higher tier stock exchange, and make us eligible

for inclusion on certain biotechnology and pharmaceutical trading indices and exchange-traded funds.

we cannot assure you that the reverse stock split, if implemented, will result in any anticipated benefits, including compliance with

the NYSE American minimum bid price requirement, an increase of the market price of our common stock in proportion to the reduction in

the number of shares of our common stock outstanding.

Moreover, a reverse-stock split may have the effect of decreasing our overall market

There can be no assurance that the reverse stock split will result in a per share price that will attract institutional investors

or investment funds or that such share price will satisfy the investing guidelines of institutional investors or investment funds or

improve the trading liquidity of our common stock.

the number of shares of our common stock available for issuance following the implementation of the reverse stock split would increase

to the extent the reverse stock split reduces the number of outstanding shares of our common stock relative to the number of authorized

Such available shares may be used for future corporate purposes, including future acquisitions, investment opportunities, the

establishment of collaboration or other strategic agreements, capital raising transactions involving equity or convertible debt securities,

future at the market offerings of common stock, or issuance under current or future employee equity plans, and the issuance of equity

securities in connection with such transactions may result in potentially significant dilution of our current stockholders’ ownership

interests in us.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

2 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 1A. Risk Factors