Item 1B. Unresolved Staff Comments
ITEM
1B. UNRESOLVED STAFF COMMENTS
None.
ITEM
1C. CYBERSECURITY
Risk
management and strategy
SideChannel,
Inc. recognizes the critical importance of developing, implementing, and maintaining robust cybersecurity measures to safeguard our information
systems and protect the confidentiality, integrity, and availability of our data.
Managing
Material Risks & Integrated Overall Risk Management
SideChannel,
Inc. has strategically integrated cybersecurity risk management into our broader risk management framework to promote a company-wide
culture of cybersecurity risk management. This integration ensures that cybersecurity considerations are an integral part of our decision-making
processes at every level. Our risk management team works closely with our IT department to continuously evaluate and address cybersecurity
risks in alignment with our business objectives and operational needs.
Engage
Third Parties on Risk Management
Recognizing
the complexity and evolving nature of cybersecurity threats, SideChannel, Inc. has relationships with a range of external experts,
including cybersecurity assessors, consultants, and auditors in evaluating and testing our risk management systems. These
partnerships enable us to leverage specialized knowledge and insights as needed, to ensure our cybersecurity strategies and
processes remain at the forefront of industry best practices. Our collaboration with these third parties may include audits, threat
assessments, and consultation on security enhancements.
Oversee
Third-party Risk
Because
we are aware of the risks associated with third-party service providers, SideChannel, Inc. implements stringent processes to oversee
and manage these risks. We conduct thorough security assessments of all third-party providers before engagement and maintain ongoing
monitoring to ensure compliance with our cybersecurity standards. The monitoring includes quarterly assessments by our Chief Information
Security Officer (“CISO”) and on an ongoing basis by our security engineers. This approach is designed to mitigate
risks related to data breaches or other security incidents originating from third parties.
Risks
from Cybersecurity Threats
We
have not encountered cybersecurity challenges that have materially impaired our operations or financial standing.
Governance
The
Board of Directors is acutely aware of the critical nature of managing risks associated with cybersecurity threats. The Board has established
robust oversight mechanisms to ensure effective governance in managing risks associated with cybersecurity threats because we recognize
the significance of these threats to our operational integrity and stakeholder confidence.
Board
of Directors Oversight
The
Audit Committee is central to the Board’s oversight of cybersecurity risks and bears the primary responsibility for this domain.
The Audit Committee is composed of board members with diverse expertise including, risk management, technology, and finance, equipping
them to oversee cybersecurity risks effectively.
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Management’s
Role Managing Risk
The
CISO and the Chief Executive Officer (“CEO”) play a pivotal role in informing the Audit Committee on cybersecurity risks.
They provide comprehensive briefings to the Audit Committee on a regular basis, with a minimum frequency of once per year. These briefings
encompass a broad range of topics, including:
●
Current
cybersecurity landscape and emerging threats;
●
Status
of ongoing cybersecurity initiatives and strategies;
●
Incident
reports and learnings from any cybersecurity events; and
●
Compliance
with regulatory requirements and industry standards.
In
addition to our scheduled meetings, the Audit Committee, CISO and CEO maintain an ongoing dialogue regarding emerging or potential cybersecurity
risks. Together, they receive updates on any significant developments in the cybersecurity domain, ensuring the Board’s oversight
is proactive and responsive. The Audit Committee actively participates in strategic decisions related to cybersecurity, offering guidance
and approval for major initiatives. This involvement ensures that cybersecurity considerations are integrated into the broader strategic
objectives of SideChannel, Inc. The Audit Committee conducts an annual review of the company’s cybersecurity posture and the effectiveness
of its risk management strategies. This review helps in identifying areas for improvement and ensuring the alignment of cybersecurity
efforts with the overall risk management framework.
Risk
Management Personnel
Primary
responsibility for assessing, monitoring and managing our cybersecurity risks rests with the CISO, Mr. Eric Gauthier. With over 20 years
of experience in the field of cybersecurity, Mr. Gauthier brings a wealth of expertise to his role. His background includes extensive
experience as an enterprise CISO and is well-recognized within the industry. His in-depth knowledge and experience are instrumental in
developing and executing our cybersecurity strategies. Our CISO oversees our governance programs, tests our compliance with standards,
remediates known risks, and leads our employee training program.
Monitor
Cybersecurity Incidents
The
CISO is continually informed about the latest developments in cybersecurity, including potential threats and innovative risk management
techniques. This ongoing knowledge acquisition is crucial for the effective prevention, detection, mitigation, and remediation of cybersecurity
incidents. The CISO implements and oversees processes for the regular monitoring of our information systems. This includes the deployment
of advanced security measures and regular system audits to identify potential vulnerabilities. In the event of a cybersecurity incident,
the CISO is equipped with a well-defined incident response plan. This plan includes immediate actions to mitigate the impact and long-term
strategies for remediation and prevention of future incidents.
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Reporting
to Board of Directors
The
CISO, in his capacity, regularly informs the CEO and the Chief Financial Officer (“CFO”) of all aspects related to cybersecurity
risks and incidents. This ensures that the highest levels of management are kept abreast of the cybersecurity posture and potential risks
facing SideChannel, Inc. Furthermore, significant cybersecurity matters, and strategic risk management decisions are escalated to the
Board of Directors, ensuring that they have comprehensive oversight and can provide guidance on critical cybersecurity issues.