What changed in this filing

/stocks — the workspaceLOADING

Item 1A. Risk Factors

2024-08-14 compared with 2024-05-09 · 31 added, 43 removed, 23 unchanged (76% of the section changed)

11 unchanged sentences

material to us may also harm our business.

We may not be able to regain, or maintain,

compliance with the continued listing requirements of The Nasdaq Capital Market.

On January 24, 2024, we received

notice (the “ Notification Letter ”) from Nasdaq notifying us that we are not in compliance with the minimum bid price

requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market.

Nasdaq Listing Rule 5550(a)(2)

requires listed securities to maintain a minimum bid price of $1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a failure

to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days.

closing bid price of our common stock for the 30 consecutive business days prior to the date of the Notification Letter, we no longer

meet the minimum bid price requirement.

The Notification Letter does

not impact our listing on The Nasdaq Capital Market at this time.

The Notification Letter states that we have 180 calendar days, or until

July 22, 2024, to regain compliance.

To regain compliance, the bid price of our common stock must have a closing bid price of at least

$1.00 per share for a minimum of 10 consecutive business days at any time prior to July 22, 2024.

In the event that we do not regain compliance

by July 22, 2024, we may be eligible for additional time to reach compliance with the minimum bid price requirement.

However, if we fail

to regain compliance with the minimum bid price listing requirement or fail to maintain compliance with all other applicable continued

listing requirements and Nasdaq determines to delist our common stock, the delisting could adversely impact us by, among other things,

reducing the liquidity and market price of our common stock;

reducing the number of investors willing to hold or acquire our common stock;

limiting our ability to issue additional securities in the future;

and limiting our ability to fund our operations.

We are currently evaluating

options to resolve such deficiency, including by effecting a reverse stock split of our common stock.

Additionally, Nasdaq Listing

Rule 5550(b)(1) requires companies listed on the Nasdaq Capital Market to maintain stockholders’ equity of at least $2.5 million

for continued listing.

As of March 31, 2024, our stockholders’ equity was $5.6 million and there can be no assurance that we will

be able to maintain or increase our stockholders’ equity in the future.

If our stockholders equity falls below $2.5 million, as

a result of operating losses or for other reasons, or if we are unable to demonstrate to Nasdaq’s satisfaction that we subsequently

regained compliance with this requirement, Nasdaq will notify us of such non-compliance.

If we receive such notice from Nasdaq, in accordance

with the Nasdaq Listing Rules, we will have 45 calendar days from the date of the notification to submit a plan to regain compliance with

We may not be able to maintain compliance

with the continued listing requirements of The Nasdaq Capital Market.

Nasdaq Listing Rule 5550(b)(1)

If our compliance plan is accepted, we may be granted up to 180 calendar days from the date of the initial

notification to evidence compliance.

If our compliance plan is not accepted or we are otherwise unable to evidence compliance within Nasdaq’s

allotted timeframe, Nasdaq may take steps to delist our common stock.

requires companies listed on the Nasdaq Capital Market to maintain stockholders’ equity of at least $2.5 million for continued listing.

As of June 30, 2024, our stockholders’ equity was $3.8 million and there can be no assurance that we will be able to maintain or

increase our stockholders’ equity in the future.

If our stockholders equity falls below $2.5 million, as a result of operating losses

or for other reasons, or if we are unable to demonstrate to Nasdaq’s satisfaction that we subsequently regained compliance with

this requirement, Nasdaq will notify us of such non-compliance.

If we receive such notice from Nasdaq, in accordance with the Nasdaq Listing

Rules, we will have 45 calendar days from the date of the notification to submit a plan to regain compliance with Nasdaq Listing Rule

If our compliance plan is accepted, we may be granted up to 180 calendar days from the date of the initial notification to

evidence compliance.

If our compliance plan is not accepted or we are otherwise unable to evidence compliance within Nasdaq’s allotted

timeframe, Nasdaq may take steps to delist our common stock.

Such a delisting would have

4 unchanged sentences

consider any and all options available to us to maintain compliance with Nasdaq Listing Rule 5550(b)(1).

On January 24, 2024, we received

notice (the “ Notification Letter ”) from Nasdaq notifying us that we were not in compliance with the minimum bid price

requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market.

Nasdaq Listing Rule 5550(a)(2)

requires listed securities to maintain a minimum bid price of $1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a failure

to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days.

closing bid price of our common stock for the 30 consecutive business days prior to the date of the Notification Letter, we no longer

met the minimum bid price requirement.

On July 19, 2024, we received written notice (the “ Second Notification Letter ”)

from Nasdaq notifying us that we had regained compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)

for continued listing on The Nasdaq Capital Market.

The Second Notification Letter was sent following the implementation of a one-for-nine

reverse split of our common stock (the “ Reverse Split ”), which became effective on July 5, 2024.

Additional information

regarding the Reverse Split can be found in our Current Report on Form 8-K filed on July 2, 2024.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

No sales or issuances of unregistered securities

occurred that have not previously been disclosed in a Current Report on Form 8-K.

No sales or issuances of unregistered

securities occurred that have not previously been disclosed in a Current Report on Form 8-K.

DEFAULTS UPON SENIOR SECURITIES

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