3 unchanged sentences
Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
−Removed: We carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer and accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2025.
−Removed: Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not operating effectively as of March 31, 2025.
−Removed: As of March 31, 2025, the Company identified the following material weaknesses:
+Added: We carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer and accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2025.
+Added: Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not operating effectively as of June 30, 2025.
+Added: As of December 31, 2024, the Company identified the following material weaknesses which continue to exist as of June 30, 2025:
The Company lacked internal controls over key accounting and IT processes, including Equity, Financial Reporting, Accounts Payable, Expenses, Revenue, Accounts Receivable, Tax, Cash, Debt, Fixed Assets, Inventory, Commissions, Entity-Level Controls, Human Resources/Payroll, and IT General Controls (change management, operations, and access security).
3 unchanged sentences
GAAP to account for financial instruments included in service agreements with select vendors.
−Removed: As a result, management concluded that its internal control over financial reporting was not effective as of March 31, 2025.
+Added: As a result, management concluded that its internal control over financial reporting was not effective as of June 30, 2025.
Remediation Plan
5 unchanged sentences
We recently deployed Governance, Risk, and Compliance software from Workiva to support these efforts.
−Removed: Furthermore, we plan to hire additional personnel and segregate certain duties to enhance our control activities and effectively mitigate risks.
+Added: Furthermore, we plan to hire additional personnel and segregate certain duties to enhance our control activities and
+Added: effectively mitigate risks.
Until we fully remediate the material weaknesses, we will perform additional analyses and procedures to ensure our consolidated financial statements comply with U.S.
5 unchanged sentences
Changes in Internal Control over Financial Reporting
−Removed: There have been no changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2025, that materially affect, or are reasonably likely to materially affect, our internal control over financial reporting, except as disclosed in “Remediation Plan” above.
+Added: There have been no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2025, that materially affect, or are reasonably likely to materially affect, our internal control over financial reporting, except as disclosed in “Remediation Plan” above.
PART II — OTHER INFORMATION
LEGAL PROCEEDINGS
−Removed: For information regarding legal proceedings at March 31, 2025, see Note 17 to the condensed consolidated financial statements, which information is incorporated herein by reference.
−Removed: There have been no material changes from our risk factors as previously reported in Part I, Item 1A “Risk Factors” in our 2024 Annual Report.
−Removed: UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: DEFAULTS UPON SENIOR SECURITIES
−Removed: Not applicable.
−Removed: MINE SAFETY DISCLOSURES
−Removed: Not applicable.
+Added: For information regarding legal proceedings at June 30, 2025, see Note 17 to the condensed consolidated financial statements, which information is incorporated herein by reference.
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.