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of Disclosure Controls and Procedures
−Removed: controls and procedures are designed to ensure that information required to be disclosed in our reports filed or submitted under the
−Removed: Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized, and reported within
−Removed: the time periods specified in the SEC’s rules and forms.
−Removed: Disclosure controls and procedures include, without limitation, controls
−Removed: and procedures designed to ensure that information required to be disclosed in such reports is accumulated and communicated to management,
−Removed: including our Chief Executive Officer and Chief Financial Officer (the “Certifying Officers”), as appropriate, to allow timely
−Removed: decisions regarding required disclosure.
+Added: maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed
+Added: or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized,
+Added: and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated
+Added: to our management, including our Certifying Officers, as appropriate, to allow timely decisions regarding required disclosure.
+Added: and evaluating our disclosure controls and procedures, management recognized that any controls and procedures, not matter how well designed
+Added: and operated, can provide only reasonable, and not absolute, assurance of achieving the desired control objectives.
+Added: In reaching a reasonable
+Added: level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible
+Added: controls and procedures.
+Added: In addition, the design of any system of controls is based in part upon certain assumptions about the likelihood
+Added: of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future
+Added: over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or
+Added: procedures may deteriorate.
+Added: Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud
+Added: may occur and not be detected.
the supervision and with the participation of management, including our Certifying Officers, we evaluated the effectiveness of the design
−Removed: and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of March
+Added: and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of June
Based on this evaluation, our Certifying Officers concluded that our disclosure controls and procedures were not effective
−Removed: as of March 31, 2026.
+Added: as of June 30, 2026.
material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is
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or detected on a timely basis.
−Removed: Management has determined that the following is a material weakness:
+Added: Management has determined that the following material weakness existed as of June 30, 2026:
the period ended December 31, 2025, management identified a material weakness in the Company’s internal control over financial
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We have also concluded that this material weakness continued
−Removed: to exist as of March 31, 2026.
+Added: to exist as of June 30, 2026.
In light of this material weakness, we have enhanced our processes to identify and appropriately apply
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in Internal Control over Financial Reporting
−Removed: the quarter ended March 31, 2026, management implemented remediation measures to address the previously identified material weakness
−Removed: related to accounting and financial reporting resources and expertise.
−Removed: These actions included strengthening accounting personnel and
−Removed: enhancing review controls within the financial reporting process.
−Removed: The material weakness will not be considered remediated until management
−Removed: completes the design and implementation of the remediation actions described above and the controls operate for a sufficient period of
−Removed: time, and management has concluded, through testing, that these controls are operating effectively.
+Added: the quarter ended June 30, 2026, management implemented remediation measures to address the previously identified material weakness related
+Added: to accounting and financial reporting resources and expertise.
+Added: These actions included strengthening accounting personnel and enhancing
+Added: review controls within the financial reporting process.
+Added: The material weakness will not be considered remediated until management completes
+Added: the design and implementation of the remediation actions described above and the controls operate for a sufficient period of time, and
+Added: management has concluded, through testing, that these controls are operating effectively.
than the remediation activities described above, there were no changes in the Company’s internal control over financial reporting
−Removed: during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s
−Removed: internal control over financial reporting.
+Added: during the quarter ended June 30, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s internal
+Added: control over financial reporting.
II - OTHER INFORMATION
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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.