Item 4. Controls and Procedures
Item
4. Controls and Procedures
Disclosure
controls and procedures (as defined in paragraph (e) of Rules 13a-15 and 15d-15 under the Exchange Act) are controls and other procedures
that are designed to ensure that the information required to be disclosed in reports that we file or submit under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified under the rules and forms of the SEC. Disclosure controls
and procedures include, without limitation, controls and procedures designed to ensure that such information required to be disclosed
in our reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Chief Executive
Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.
Evaluation
of Disclosure Controls and Procedures
As
required by paragraph (b) of Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and our Chief Financial Officer
carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of September
30, 2022. Based on this evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that, due to the material weaknesses
in our internal control over financial reporting previously identified in Item 9A, “Controls and Procedures” of our Annual
Report on Form 10-K for the fiscal year ended December 31, 2021 and filed with the SEC on March 31, 2022, our disclosure controls and
procedures were not effective at the reasonable assurance level as of September 30, 2022.
Changes
in Internal Control Over Financial Reporting
We
are implementing certain measures to remediate the material weaknesses identified in the design and operation of our internal control
over financial reporting, including hiring additional qualified personnel, further documentation and implementation of control procedures
and the implementation of control monitoring. Other than those measures, there have been no changes in our internal control over financial
reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended September 30, 2022
that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART
II — OTHER INFORMATION
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