Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
EVALUATION
OF DISCLOSURE CONTROLS AND PROCEDURES
Disclosure
controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit
under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and
forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial
Officer, as appropriate, to allow timely decisions regarding required disclosure.
As
required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out
an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2025. Based upon
their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, due to the previously reported material weakness
in internal control over financial reporting described below, our disclosure controls and procedures were not effective as of June 30,
2025. Although we have determined that the existing controls and procedures are not effective, the deficiencies identified have
not been deemed material to our reporting disclosures.
Material
Weakness in Internal Control over Financial Reporting
In
connection with the audit of our financial statements for the year ended December 31, 2024, we identified a material weakness in our
internal control over financial reporting. Specifically, we identified a material weakness in our controls related to segregation of
duties and other immaterial weaknesses in several areas of data management and documentation.
Changes
in Internal Control Over Financial Reporting
There
were no changes in our internal control over financial reporting that occurred during the most recent fiscal quarter that have materially
affected, or are reasonably likely to materially affect, our internal control over financial reporting.
6
PART
II - OTHER INFORMATION
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.