Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Limitations on Effectiveness of Controls and Procedures
Disclosure controls and procedures include controls and other procedures that are designed to ensure that information required to be disclosed in the reports filed or submitted under the Securities Exchange Act of 1934, as amended, (“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 management of the Company, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Interim Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2024. Based on that evaluation, our Chief Executive Officer and Interim Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of December 31, 2024 due to the material weaknesses in our internal control over financial reporting described below.
Management’s Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our management, including our Chief Executive Officer and Interim Chief Financial Officer, conducted an assessment as of December 31, 2024 of the effectiveness of our internal control over financial reporting based on the criteria set forth in Internal Control–Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment, our management concluded that, as of December 31, 2024, our internal control over financial reporting was not effective due to the material weaknesses described below.
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
We did not design and maintain an effective control environment commensurate with our financial reporting requirements. Specifically, we did not maintain a sufficient complement of personnel with an appropriate degree of internal controls and accounting knowledge, experience, and training commensurate with our accounting and reporting requirements. This material weakness contributed to the following additional material weakness.
• We did not design and maintain effective controls over the period-end financial reporting process to ensure, for other than journal entries, that segregation of duties (SOD) conflicts were identified, reviewed and mitigated by appropriately designed mitigating controls as needed to achieve complete, accurate and timely financial accounting, reporting and disclosures.
The material weakness related to the control environment resulted in adjustments to several account balances and disclosures in the consolidated financial statements for the years ended December 31, 2019 and 2018, adjustments to the equity and warrant liabilities accounts and related disclosures in the unaudited condensed consolidated financial statements for the three months ended March 31, 2021, and an immaterial adjustment which was recorded prior to the issuance of the unaudited condensed consolidated financial statements as of June 30, 2024. The material weakness related to segregation of duties did not result in a material misstatement to the consolidated financial statements. Additionally, each of these material weaknesses could result in a misstatement of account balances or disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected.
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Remediation Measures of Unremediated Material Weaknesses
As it relates to the above material weaknesses that continued to exist as of December 31, 2024, our management is committed and continues to make progress to improve our internal control over financial reporting. We continued implementation of a plan to remediate the control deficiencies that led to the above material weaknesses. These remediation measures are ongoing and include the following:
• Improve internal controls to ensure that segregation of duties (SOD) conflicts are timely identified, reviewed and mitigated by appropriately designed mitigating controls and procedures. This includes periodic monitoring of changes in roles and responsibilities that could impact SOD conflicts within the period-end financial reporting process.
• Continuing to recruit personnel with appropriate internal controls, accounting knowledge and experience commensurate with our accounting and reporting requirements, in addition to engaging and utilizing third party consultants and specialists. Our management also continued to reallocate and align roles and responsibilities within the accounting team to optimize and leverage the skills and experience of various personnel.
• Continuing to provide internal control training for personnel responsible for implementing internal controls for the Company.
These investments in resources have improved the stability of our accounting organization. While significant progress has been made in response to the material weaknesses, time is needed to demonstrate sustainability as it relates to our internal control over financial reporting and improvements made to our complement of resources, including demonstrating sustained operating effectiveness of our internal controls related to SOD. We are committed to continuous improvement and will continue to diligently review our internal control over financial reporting.
Remediation of Previously Reported Material Weaknesses
As previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023, our management concluded that we did not design and maintain effective controls over the period-end financial reporting process to achieve complete, accurate and timely financial accounting, reporting and disclosures, including adequate controls related to journal entries, and verifying transactions are properly classified in the financial statements. Our management completed the following actions and measures designed to remediate the control deficiencies that led to the above material weaknesses:
• Throughout 2024, we enhanced the design and/or operation over internal controls for period end financial reporting to ensure transactions are properly classified in our financial statements, and controls related to preparation and review of journal entries. Building on the controls designed and implemented in the previous financial years, we continued to strengthen and improve these controls during 2024.
Our management completed its documentation, testing and evaluation of the enhanced control activities and determined that, as of December 31, 2024, these control activities have been appropriately designed and implemented, and have operated effectively for a sufficient period of time to conclude that these previously identified material weaknesses related to controls over the period-end financial reporting process to achieve complete, accurate and timely financial accounting, reporting and disclosures, including adequate controls related to journal entries, and verifying transactions are properly classified in the financial statements, have been remediated.
Attestation Report of Registered Public Accounting Firm
The effectiveness of our internal control over financial reporting as of December 31, 2024 was not required to be audited by our independent registered public accounting firm under Section 404(b) of the Sarbanes Oxley Act of 2002 due to Ouster being deemed a Smaller Reporting Company (SRC) within the definition of Rule 12b-2 as the company’s public float was below the specified thresholds as of June 30, 2024. Accordingly, this Annual Report on Form 10-K does not include an attestation report of our independent registered public accounting firm.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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Item 9B. Other Information
On December 13, 2024 , Megan Chung , the Company’s General Counsel and Secretary , adopted a “Rule 10b5-1 trading arrangement” as defined in Item 408(a) of Regulation S-K. The plan provides for the periodic sale of up to 11,601 shares of common stock between March 14, 2025 and December 12, 2025 .
On December 12, 2024 , Theodore Tewksbury , a director of the Company, adopted a “Rule 10b5-1 trading arrangement.” The plan provided for the periodic sale between March 24, 2025 and July 31, 2025 of 50% of the shares of common stock issued following the vesting of certain future grants of restricted stock units. The plan was terminated on February 6, 2025.
Other than as described above, during the three months ended December 31, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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Part III
Item 10. Directors, Executive Officers and Corporate Governance
Code of Conduct
We have adopted a Code of Business Conduct and Ethics (the “Code of Conduct”) that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer, principal accounting officer and/or controller, and persons performing similar functions. A copy of the Code of Conduct is available on our Investors website at investors.ouster.com in the “Governance” section. We expect that any amendments to the Code of Conduct, or any waivers of its requirements, that are required to be disclosed by SEC or NASDAQ rules will be disclosed on our website. We did not grant any waivers to the Code of Conduct in fiscal 2024. The information contained on our website is not incorporated by reference into this Annual Report on Form 10-K.
The remaining information required by Items 401, 405, 406 and 407(c)(3), (d)(4) and (d)(5) of Regulation S-K will be included under the headings “Election of Directors,” “Executive Officers” “Corporate Governance,” and “Delinquent Section 16(a) Reports” (if applicable) in our definitive proxy statement for our 2025 annual meeting of stockholders (the “2025 Annual Meeting of Stockholders”), to be filed within 120 days after the end of the 2024 fiscal year and is incorporated herein by reference.
Information About Our Executive Officers & Directors
The following table provides information regarding our executive officers and members of our board of directors (ages are calculated as of March 15, 2025):
Name
Age Position at Ouster Principal Employment
Angus Pacala
36
Director, Co-Founder and Chief Executive Officer Same
Mark Frichtl 36
Co-Founder and Chief Technology Officer Same
Chen Geng
38
Interim Chief Financial Officer
Same
Darien Spencer
61
Chief Operating Officer Same
Megan Chung
51
General Counsel and Secretary Same
Theodore L. Tewksbury, Ph.D. 68
Executive Chairman of the Board of Directors
Former Chief Executive Officer of Velodyne Lidar, Inc.
Christina Correia
54
Director
Group Vice President, Chief Accounting Officer and Business Finance at Lam Research Corporation
Virginia Boulet 71
Director Former Managing Director of Legacy Capital, LLC, an investment company
Susan Heystee 63
Director Former Senior Vice President of Global Automotive Business at Verizon Connect, a telecommunications company
Ernest Maddock 66
Director Former Chief Financial Officer of Micron Technology, Inc., a semiconductor manufacturing company
Stephen Skaggs
62
Director
Former Senior Vice President and Chief Financial Officer of Atmel Corporation
Item 11. Executive Compensation
The information required by Items 402, 407(e)(4), and (e)(5) of Regulation S-K will be included under the headings “Executive Compensation” and “Compensation Committee Interlocks and Insider Participation” (if applicable) in our definitive proxy statement for our 2025 Annual Meeting of Stockholders, and such information is incorporated herein by reference.
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Securities Authorized For Issuance under Equity Compensation Plans (as of December 31, 2024):
Plan category: Number of Securities to
be Issued Upon Exercise
of Outstanding Options,
Warrants, and Rights Weighted-Average
Exercise Price of
Outstanding Options,
Warrants, and Rights Number of Securities
Available for Future
Issuance Under Equity
Compensation Plans
(excludes securities
Reflected in first column)
Equity compensation plans approved by security holders (1)
3,232,907 (2)(6)(8)
Restricted Stock Units 3,464,764 (3)
$ — (5)
Restricted Stock Awards 293,330 (7)
$ — (5)
Options to Purchase Common Stock 1,871,649 (4)
$ 7.55 (5)
Employee Stock Purchase Plan (6)
—
$ —
Equity compensation plans not approved by security holders — $ — —
Total
5,513,118 $ 7.55 3,232,907
(1) Consists of the Ouster, Inc. 2021 Incentive Award Plan (“2021 Plan”), Velodyne 2020 Equity Incentive plan (the “Velodyne Plan”), Ouster Inc. Amended and Restated 2015 Stock Plan (“2015 Plan”) and Sense Photonics, Inc. 2017 Equity Incentive Plan and (“Sense Plan”).
(2) The number of shares authorized under our 2021 Plan increases on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031, equal to the lesser of (A) 5% of the shares of common stock outstanding as of the last day of the immediately preceding fiscal year and (B) such lesser number of shares as determined by our board of directors. No additional awards will be granted under the 2015 Plan or the Sense Plan and, as a result, no shares remain available for issuance for new awards under the 2015 Plan or the Sense Plan. The number of shares authorized under our Velodyne 2020 Plan increases on the first day of each calendar year beginning on January 1, 2021 and ending on (and including) January 1, 2030, equal to the lesser of (A) 820,400 shares of common stock and (B) such lesser number of shares as determined by our board of directors.
(3) Consists of 1,973,146 outstanding restricted stock units under the 2021 Plan, 1,468,180 outstanding restricted stock units under the Velodyne Plan, and 23,438 outstanding restricted stock units under the Sense Plan.
(4) Consists of 1,745,815 outstanding options to purchase stock under the 2015 Plan and 9,209 outstanding options to purchase stock under the Sense Plan.
(5) As of December 31, 2024, the weighted-average exercise price of outstanding options under the 2015 Plan was $7.31 and the weighted-average exercise price of outstanding options under the Sense Plan was $52.40. Outstanding restricted stock units and restricted stock awards subject to time-based vesting do not have an exercise price and therefore are not included in the calculation of the weighted-average exercise price.
(6) Consists of 2,020,970 shares available for purchase by our employees under the Ouster, Inc 2022 Employee Stock Purchase Plan.
(7) Consists of 293,330 outstanding restricted stock awards under the 2021 Plan and Velodyne Plan.
(8) Consists of 382,763 shares remaining available for issuance under the 2021 Plan, 829,174 shares available for issuance under the Velodyne Plan.
The remaining information required by Item 403 of Regulation S-K will be included under the heading “Security Ownership of Certain Beneficial Owners and Management” in our definitive proxy statement for our 2025 Annual Meeting of Stockholders, and such required information is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by Items 404 and 407(a) of Regulation S-K will be included under the headings “Certain Relationships and Related Person Transactions,” “Corporate Governance” and “Director Independence” in our definitive proxy statement for our 2025 Annual Meeting of Stockholders, and such information is incorporated herein by reference.
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Item 14. Principal Accountant Fees and Services
The information required by Item 9(e) of Schedule 14A of the Exchange Act will be included under the heading “Independent Registered Public Accounting Firm Fees and Other Matters” in our definitive proxy statement for our 2025 Annual Meeting of Stockholders, and such information is incorporated herein by reference.
Part IV
Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements.
The consolidated financial statements of the Company are listed in the index under Part II, Item 8, of this Annual Report on Form 10-K.
(a)(2) Financial Statement Schedules.
All financial statement schedules for the Company have been included in the consolidated financial statements or the related footnotes, or are either inapplicable or not required.
(a)(3) Exhibits.
The following is a list of exhibits filed as part of this Annual Report on Form 10-K.
Exhibit Number Description
Incorporated by Reference
Form File No. Exhibit Filing Date Filed/ Furnished herewith
3.1
Certificate of Incorporation of Ouster, Inc.
S-4 POS 333-251611 3.1 3/10/2021
3.2
Certificate of Amendment to Certificate of Incorporation of Ouster, Inc.
8-K
001-39463
3.1 4/20/2023
3.3
Second Amended and Restated Bylaws of Ouster, Inc. (effective as of April 18, 2024)
8-K
001-39463
3.1 4/22/2024
4.1
Warrant Agreement, dated August 20, 2020, between Colonnade Acquisition Corp. and Continental Stock Transfer & Trust Company, as warrant agent
8-K 001-39463 4.1 8/25/2020
4.2
Specimen Warrant Certificate of the Registrant
S-1 333-240378
4.2 8/04/2020
4.3
Description of Securities
*
4.4
Warrant to Purchase Common Stock of Velodyne Lidar, Inc., by and between Velodyne Lidar, Inc. and Amazon.com NV Investment Holdings LLC, dated as of February 4, 2022
8-K 001-38703 4.1 2/07/2022
4.5
Warrant Agreement, dated October 14, 2018, by and between Continental Stock Transfer & Trust Company and Velodyne Lidar, Inc.
8-K 001-38703 4.1 10/18/2018
10.1+
Form of Indemnification Agreement
10-K 001-39463 10.1 2/28/2022
10.2
Amended and Restated Registration Rights Agreement, by and among Ouster, Inc. and the holders party thereto
8-K 001-39463 10.2 3/15/2021
10.3+
2021 Incentive Award Plan
8-K 001-39463 10.3 3/15/2021
10.3(a)+
Form of Stock Option Agreement under the 2021 Incentive Award Plan
8-K 001-39463 10.5(a) 3/15/2021
10.3(b)+
Form of Restricted Stock Unit Agreement under the 2021 Incentive Award Plan
8-K 001-39463 10.3(b) 3/15/2021
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1 0.3(c) +
Form of Restricted Stock Grant Notice and Restricted Stock Agreement
10-Q
001-39463
10.4 5/13/2024
10.4#
Manufacturing Services Agreement, dated as of March 5, 2018, by and between Ouster, Inc. and Benchmark Electronics, Inc.
S-4 333-251611 10.6 12/22/2020
10.5
Lease, dated September 5, 2017, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13 1/28/2021
10.5(a)
First Amendment to Lease, dated January 21, 2018, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(a) 1/28/2021
10.5(b)
Second Amendment to Lease, dated March 27, 2018, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(b) 1/28/2021
10.5(c)
Third Amendment to Lease, dated August 14, 2018, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(c) 1/28/2021
10.5(d)
Fourth Amendment to Lease, dated April 4, 2019, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(d) 1/28/2021
10.5(e)
Fifth Amendment to Lease, dated July 21, 2019, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(e) 1/28/2021
10.5(f)
Sixth Amendment to Lease, dated December 20, 2019, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(f) 1/28/2021
10.5(g)
Seventh Amendment to Lease, dated May 18, 2020, by and between Ouster, Inc. and Mission Creative Ownership, LLC
S-4/A 333-251611 10.13(g) 1/28/2021
10.6
NNN Lease, dated September 1, 2017, by and between Ouster, Inc. and SIC-350 Treat, LLC
S-4/A 333-251611 10.14 1/28/2021
10.6(a)
First Amendment to NNN Lease, dated January 1, 2018, by and between Ouster, Inc. and SIC-350 Treat, LLC
S-4/A 333-251611 10.14(a) 1/28/2021
10.6(b)
Second Amendment to NNN Lease, dated March 27, 2018, by and between Ouster, Inc. and SIC-350 Treat, LLC
S-4/A 333-251611 10.14(b) 1/28/2021
10.6(c)
Third Amendment to NNN Lease, dated November 15, 2021, by and between Ouster, Inc. and SIC-350 Treat, LLC
10-K 001-39463 10.6(c) 2/28/2022
10.7 +
Third Amended and Restated Non-Employee Director Compensation Program
10-Q
001-39463
10.3 5/13/2024
10.8
Agreement and Plan of Merger and Plan of Reorganization, dated as of October 5, 2021, by and among Ouster, Inc., Sparrow Acquisition Sub., Inc., Sense Photonics, Inc., and Fortis Advisors LLC, solely in its capacity as Holders’ Agent
8-K 001-39463 2.1 10/5/2021
10.9+
Sense Photonics, Inc. 2017 Equity Incentive Plan, as amended
S-8 333-260576 99.1 10/29/2021
10.9(a)+
Form of Stock Option Agreement under the Sense Photonics, Inc. 2017 Equity Incentive Plan, as amended
10-K 001-39463 10.9(a) 2/28/2022
10.10+
Ouster, Inc. Amended and Restated 2015 Stock Plan
S-1 333-254987 10.9 4/2/2021
10.10(a)+
Form of Stock Option Agreement under the Amended and Restated 2015 Stock Plan
S-1 333-254987 10.9(a) 4/2/2021
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10.10(b)+
Form of Early Exercise Stock Option Agreement under the Amended and Restated 2015 Stock Plan
S-1 333-254987 10.9(b) 4/2/2021
10.10(c)+
Form of Restricted Stock Unit Agreement under the Amended and Restated 2015 Stock Plan
S-1 333-254987 10.9(c) 4/2/2021
10.11+
Ouster, Inc. Amended and Restated 2022 Employee Stock Purchase Plan
DEF14A
001-39463 Annex A
4/25/2024
10.12
At Market Issuance Sales Agreement, dated April 29, 2022, by and among the Company, B. Riley Securities, Inc., Cantor Fitzgerald & Co. and Oppenheimer & Co. Inc
8-K 001-38703
1.1 5/2/2022
10.1 3 +
Offer Letter, by and between Ouster, Inc. and Darien Spencer, dated July 25, 2017
10-Q 001-39463 10.2 11/8/2022
10.1 4 +
Executive Employment Agreement by and between Velodyne Lidar, Inc. and Mark Weinswig, dated May 3, 2022
10-Q 001-38703 10.1 11/9/2022
10.1 5 +
Velodyne Lidar, Inc. 2020 Equity Incentive Plan
8-K 001-38703 10.2 10/5/2020
10.1 6 +
Form of Stock Option Agreement under the Velodyne Lidar, Inc. 2020 Equity Incentive Plan
8-K 001-38703 10.5 10/5/2020
10.1 7 +
Form of Restricted Stock Unit Agreement under the Velodyne Lidar, Inc. 2020 Equity Incentive Plan
S-8 333-269748 99.1(b) 2/14/2023
10.1 8
Transaction Agreement, by and between Velodyne Lidar, Inc. and Amazon.com, Inc., dated as of February 4, 2022
8-K 001-38703 10.1 2/7/2022
10. 19
Ouster, Inc. Executive Change in Control and Severance Plan, Effective November 4, 2024
8-K
001-39463
10.1 11/5/2024
10.2 0+
Form of Participation Agreement for the Executive Change in Control and Severance Plan
8-K
001-39463
10.2 11/5/2024
19.1
Insider Trading Compliance Policy
*
21.1
List of Subsidiaries
*
23.1
Consent of PricewaterhouseCoopers LLP
*
31.1
Certification of Chief Executive Officer pursuant to Rules 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended
*
31.2
Certification of Chief Financial Officer pursuant to Rules 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended
*
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
**
32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
**
97.1
Policy for Recovery of Erroneously Awarded Compensation
10-K
001-39463
97.1 3/28/2024
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document.
*
101.SCH Inline XBRL Taxonomy Extension Schema Document
*
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
*
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101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
*
101.LAB Inline XBRL Taxonomy Label Linkbase Document
*
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
*
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*
†
The annexes, schedules, and certain exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant hereby agrees to furnish supplementally a copy of any omitted annex, schedule or exhibit to the SEC upon request.
#
Certain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to Regulation S-K, Item 601(b)(10).
*
Filed herewith.
**
Furnished herewith.
+
Indicates a management contract or compensatory plan, contract or arrangement.
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Item 16. Form 10-K Summary
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Ouster, Inc.
Date: March 21, 2025
By: /s/ Chen Geng
Name: Chen Geng
Title: Interim Chief Financial Officer (principal financial officer and principal accounting officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.
Signature
Title
Date
/s/ Angus Pacala Director, Co-Founder and Chief Executive Officer (Principal Executive Officer)
March 21, 2025
Angus Pacala
/s/ Chen Geng
Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
March 21, 2025
Chen Geng
/s/ Theodore Tewksbury
Chair of the Board of Directors
March 21, 2025
Theodore L. Tewksbury, Ph.D.
/s/ Virginia Boulet
Director
March 21, 2025
Virginia Boulet
/s/ Susan Heystee
Vice Chair of the Board of Directors
March 21, 2025
Susan Heystee
/s/ Ernest Maddock
Director March 21, 2025
Ernest Maddock
/s/ Stephen Skaggs
Director March 21, 2025
Stephen A. Skaggs
/s/ Christina Correia
Director March 21, 2025
Christina Correia
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