What changed in this filing

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Item 4. Controls and Procedures

2025-11-07 compared with 2025-08-08 · 36 added, 19 removed, 12 unchanged (82% of the section changed)

Controls and Procedures

Disclosure controls and

procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed

or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s

rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information

required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to our management,

including our Interim Chief Executive Officer, to allow timely decisions regarding required disclosure.

Disclosure controls and procedures

are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted

under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required

to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including

our Interim Chief Executive Officer, to allow timely decisions regarding required disclosure.

Evaluation of Disclosure Controls and Procedures

5 unchanged sentences

on Form 10-K for the fiscal year ended December 31, 2024 and filed with the SEC on March 21, 2025, as amended on March 28, 2025, our disclosure

controls and procedures were not effective at the reasonable assurance level as of June 30, 2025.

Management, with the oversight

of the Audit Committee of our Board of Directors, continue to focus on remediating the material weaknesses identified in the design and

operation of our internal control over financial reporting, including adding additional qualified personnel, further documentation and

implementation of control procedures and the implementation of control monitoring.

While we have begun the process of implementing measures

which we believe will remediate the underlying cause of these material weaknesses, there can be no assurance as to when the remediation

plan will be fully developed and implemented and whether such measures will be effective.

Until our remediation plan is fully implemented

and effective, we will continue to devote time, attention and financial resources to this effort.

controls and procedures were not effective at the reasonable assurance level as of September 30, 2025.

As of September 30, 2025,

management continues to focus on strengthening our internal control over financial reporting (“ICFR”) to remediate the current

material weaknesses previously disclosed in our 2024 Form 10-K.

Under the oversight of senior

management and the Audit Committee of the Board of Directors, we have initiated and are in the process of executing remediation plans

designed to address the underlying causes of these material weaknesses.

Key measures include:

● Expanding our accounting and financial reporting

personnel with additional U.S.

GAAP and SEC reporting experience;

● Establishing enhanced monitoring and review controls

for non-recurring and complex transactions to ensure the accuracy and completeness of our financial statements and related disclosures;

● Formalizing and maintaining documentation of

critical controls and accounting policies to strengthen consistency and accountability across the Company;

● Engaging nationally recognized third-party advisors

on specific technical accounting and valuation matters;

● Implementing and reinforcing segregation of duties

within key financial reporting and operational processes.

Management, including the

Interim Chief Executive Officer and Chief Financial Officer, has reaffirmed the importance of a strong control environment and an organization-wide

focus on internal control and accountability.

The material weaknesses will

not be considered remediated until the applicable controls have been designed, implemented, and have operated effectively for a sufficient

period of time, and management has completed testing to confirm their operating effectiveness.

We are committed to maintaining a strong

control environment and will continue to monitor the effectiveness of our remediation actions and modify our plans as necessary to ensure

the identified material weaknesses are fully remediated.

Changes in Internal Control Over Financial

1 unchanged sentence

intended to remediate the material weaknesses noted above, 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 June 30, 2025 that have materially

affected, or are reasonably likely to materially affect, 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, 2025 that have

materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

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 4. Controls and Procedures