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Item 9A. Controls and Procedures

2025-04-01 compared with 2024-03-26 · 69 added, 31 removed, 200 unchanged (33% of the section changed)

9 unchanged sentences

Based on the results of our evaluation, our management concluded that our internal control over financial reporting was effective as of January 31, 2025.

In March 2024 we completed our acquisition of DocFox, in April 2024 we completed our acquisition of ILT, and in November 2024 we completed our acquisition of FullCircl.

We accounted for these acquisitions as business combinations as discussed in Note 6 "Business Combinations" of the Notes to the Consolidated Financial Statements.

The scope of management's assessment of the effectiveness of our disclosure controls and procedures did not include the internal controls over financial reporting of DocFox, ILT, and FullCircl.

This exclusion is in accordance with the SEC staff's general guidance that an assessment of internal controls over financial reporting of a recently acquired business may be omitted from the scope of management's assessment for one year from the date of acquisition.

We have included the financial results of DocFox, ILT, and FullCircl in the consolidated financial statements from the dates of their respective acquisitions and on a combined basis accounted for approximately 0.7% and 0.1% of total and net assets, respectively, as of January 31, 2025 and 1.9% and 2.5% of revenues and net loss, respectively for the year then ended.

The effectiveness of our internal control over financial reporting as of January 31, 2025 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in its report which is included in Part II, Item 8 of this Annual Report on Form 10-K.

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the fiscal quarter ended January 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Following the acquisitions of DocFox, ILT, and FullCircl as noted above, we are in the process of reviewing the internal control structures of DocFox, ILT, and FullCircl and, if necessary, will make appropriate changes as we continue to integrate DocFox, ILT, and FullCircl into our overall internal control over financial reporting process.

There were no other changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the fiscal quarter ended January 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on the Effectiveness of Controls

11 unchanged sentences

During the three months ended January 31, 2025, the following Section 16 officers or directors adopted, modified or terminated a “Rule 10b5-1 trading arrangement ” as defined in Item 408 of Regulation S-K, as follows:

On January 11, 2024 , Josh Glover , President and Chief Revenue Officer , adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 40,000 shares of our common stock.