Item 2. Unregistered Sales of Equity Securities
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
On April 30, 2026, the Company entered into a securities purchase agreement (the “April 2026 Securities Purchase Agreement”) with YA II PN, LTD., a Cayman
Islands exempt limited company (the “Investor”). Pursuant to the securities purchase agreement, the Company agreed to issue and sell to the Investor and the Investor agreed to purchase from the Company (i) a promissory note in an aggregate principal
amount of $6,000,000 (the “Promissory Note”) and (ii) a warrant to purchase up to 2,158,274 shares of common stock of the Company, par value $0.00033 per share, at an exercise price of $1.1824 per share, subject to adjustments (the “Warrant”). The
issuance of the Promissory Note and Warrant was exempt from registration under the Securities Act pursuant to Section 4(a)(2) thereof.
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4.
MINE SAFETY DISCLOSURES
Not applicable.
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