Legal Proceedings
−Removed: December 21, 2023, Ault Lending, LLC (“Ault Lending”), a wholly owned subsidiary of Ault Alliance, Inc., which was at one
−Removed: time one of our largest stockholders, filed a derivative shareholder action in Delaware Chancery Court against us, our board of directors,
−Removed: Stingray Group and Regalia Ventures for alleged breach of fiduciary duty in approving a
−Removed: recent above-market private placement equity transaction.
−Removed: The complaint alleged that we and our board of directors followed an inadequate
−Removed: process in evaluating the private placement transaction that we completed in November 2023 and that we and our board of directors entered
−Removed: into the transaction with an intent to dilute Ault’s ownership stake in us.
−Removed: Ault Lending was seeking the following relief from the
−Removed: (i) declarations that the defendant directors breached their fiduciary duties, and that Stingray Group and Regalia
−Removed: Ventures aided and abetted those breaches, (ii) rescinding our sale of shares to Stingray Group and Regalia
−Removed: Ventures , and (iii) awarding damages and attorney’s fees to Ault Lending.
−Removed: On April 30, 2025, Ault Lending filed a motion with the
−Removed: court requesting that the claims be dismissed without prejudice and on that same date, the court approved the dismissal of the claims
−Removed: without prejudice.
−Removed: There were no other material
−Removed: changes to the disclosures made in Part I – Item 3.
−Removed: Legal Proceedings of our Annual Report on Form 10-K for the year ended December
−Removed: 31, 2024 regarding these matters.
+Added: February 11, 2025, Blue Yonder filed a civil action in the Superior Court of the State of Arizona against the Company for breach of contract
+Added: and to enforce a stipulated judgment entered against SemiCab, Inc.
+Added: in connection with the liabilities related to Blue Yonder that the
+Added: Company assumed when it acquired SemiCab, Inc.’s business.
+Added: Blue Yonder alleges that, because the Company assumed these liabilities,
+Added: Blue Yonder can enforce the judgment against the Company.
+Added: The judgement was in the amount of $509,119.
+Added: On August 1, 2025, the Company
+Added: filed an answer to the complaint and counterclaims against Blue Yonder for breach of contract.
+Added: The outcome of this matter is uncertain.
+Added: were no other material changes to the disclosures made in Part I – Item 3.
+Added: Legal Proceedings of our Annual Report on Form 10-K
+Added: for our fiscal year ended December 31, 2024 and Part II – Other Information – Item 1.
+Added: Leal Proceedings of our Quarterly Report
+Added: on Form 10-Q for our fiscal quarter ended March 31, 2025 regarding these matters.
required for small reporting companies.
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.