Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures
We
are required to comply with the internal control requirements of the Sarbanes-Oxley Act. Only in the event that we are deemed to be a
large accelerated filer or an accelerated filer and no longer qualify as an emerging growth company would we be required to comply with
the independent registered public accounting firm attestation requirement on internal control over financial reporting. Further, for
as long as we remain an emerging growth company as defined in the JOBS Act, we intend to take advantage of certain exemptions from various
reporting requirements that are applicable to other public companies that are not “emerging growth companies” including,
but not limited to, not being required to comply with the independent registered public accounting firm attestation requirement.
Disclosure
controls are procedures with the objective of ensuring that information required to be disclosed in our reports under the Exchange Act,
such as this report, is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms.
Disclosure controls are designed with the objective of ensuring that information is accumulated and communicated to our management, including
our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
As
required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation
of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2026. Based upon their evaluation,
our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the Exchange Act) were effective as of June 30, 2026. Accordingly, management believes that the financial statements
included in this Quarterly Report on Form 10-Q present fairly in all material respects our financial position, results of operations
and cash flows for the period presented.
Changes
in Internal Control over Financial Reporting
There
were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange
Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.
Inherent
Limitations on Effectiveness of Controls
We
do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls
and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives
of the disclosure controls and procedures are met. Further, the design of disclosure controls and procedures must reflect the fact
that there are resource constraints, and the benefits must be considered relative to their costs. Because of the inherent
limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute
assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and
procedures is also based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any
design will succeed in achieving its stated goals under all potential future conditions.
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PART
II — OTHER INFORMATION
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