What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2022-03-25 compared with 2021-03-31 · 14 added, 472 removed, 2 unchanged (100% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES .

January 22, 2020, our common stock became listed on the Nasdaq Capital Market, under the symbol “SWKH.”

Prior to that

time, our common stock was quoted on the OTCQB Marketplace, under the symbol “SWKH.”

Quotations for our common stock

while it was quoted on the OTCQB Marketplace represent quotations between dealers without adjustment for retail markup, mark down

or commissions, and may not represent actual transactions.

Holders of Record

were approximately 113 stockholders of record of our common stock as of March 3, 2021.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES .

January 22, 2020, our common stock has been listed on the Nasdaq Capital Market, under the symbol “SWKH.”

were approximately 136 stockholders of record of our common stock as of February 15, 2022.

The actual number of stockholders is greater

than this number of record holders and includes stockholders who are beneficial owners but whose shares are held in street name

by brokers and other nominees.

This number of holders of record also does not include stockholders whose shares may be held in

trust by other entities.

Dividend Policy

than this number of record holders and includes stockholders who are beneficial owners but whose shares are held in street name by brokers

and other nominees.

This number of holders of record also does not include stockholders whose shares may be held in trust by other entities.

date, we have not paid any cash dividends on our capital stock.

We intend to retain our cash and do not anticipate paying any

cash dividends in the foreseeable future.

Issuer Purchases of Equity

December 21, 2018, the Board authorized a share repurchase program under which the Company was authorized to repurchase up to

$3.5 million of the Company’s outstanding shares of common stock, or approximately 312,497 common shares, in accordance

with all applicable securities laws and regulations, including Rule 10b-18 of the Securities Exchange Act.

The December 21, 2018

share repurchase program expired on May 31, 2019 and was renewed on September 5, 2019 and March 26, 2020.

Under the March 26,

2020 share repurchase program, the Board authorized the repurchase of up to $2.0 million worth of common shares.

of December 31, 2020, the Company repurchased an aggregate 384,368 shares of its outstanding common stock, including three privately

negotiated purchases outside of the share repurchase programs, at a total cost of $4.2 million or $11.06 per share.

expired on September 30, 2020.

SELECTED FINANCIAL DATA

Not Applicable.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

following discussion and analysis should be read in conjunction with our financial statements and the related notes.

Our discussion

includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives,

expectations and intentions.

Actual results and the timing of events could differ materially from those anticipated in these forward-looking

statements as a result of a number of factors, including those set forth in the Risk Factors, Special Note Regarding Forward-Looking

Statements and Business sections in this report.

We use words such as “anticipate,”

“believe,”

“estimate,”

“expects,”

“intend,”

“plan,”

“will”

and variations of these words and similar

expressions to identify forward-looking statements.

COVID-19 Considerations

are subject to risks related to public health crises such as the global pandemic associated with COVID-19.

Our Pharmaceutical

Development segment has seen a reduction in its productivity as well as delays in receiving some of its needed supplies as a direct

result of the pandemic and the impact on key vendors.

This slow-down is likely to continue in the near term until such time as

certain restrictions that have been imposed on us and our suppliers are lifted.

Such events may result in business disruption

and reduced revenues, any of which could materially affect our business, financial condition and results of operations.

refer to Part I, Item 1A, Risk Factors , for additional information on risk factors related to the pandemic or other risks

that could impact our business and results of operations.

have organized our operations into two segments:

Finance Receivables and Pharmaceutical Development.

These segments reflect the

way we evaluate our business performance and manage our operations.

Please refer to Part II, Item 8, Financial Statements ,

Notes 1 and 12 of the Notes to the Consolidated Financial Statements for further information regarding segment information.

Receivables Segment

our Finance Receivables segment, we evaluate and invest in a broad range of healthcare related companies and products with innovative

intellectual property, including the biotechnology, medical device, medical diagnostics and related tools, animal health and pharmaceutical

industries (together “life science”) by tailoring financial solutions to the needs of our business partners.

investment objective is to maximize our portfolio total return and thus increase our net income and book value by generating income

from three sources:

(1) primarily owning or financing through debt investments, royalties or revenue interests generated by the

sales of life science products and related intellectual property, (2) receiving interest and other income by advancing capital

in the form of secured debt to companies in the life science sector, and (3) to a lesser extent, realizing capital appreciation

from equity-related investments in the life science sector.

primarily provide capital in exchange for an interest in an existing revenue stream, which can take several forms, but is most

commonly either a royalty derived from the sales of a life science product from the marketing efforts of a third party or from

the marketing efforts of a partner company.

Our structured debt investments may include warrants or other features, giving us

the potential to realize enhanced returns on a portion of our portfolio.

Pharmaceutical

Development Segment

August 26, 2019, we commenced our Pharmaceutical Development segment with the acquisition of Enteris, which became our wholly-owned

Enteris is a clinical stage biopharmaceutical company offering innovative formulation solutions built around its proprietary

oral drug delivery technologies, the Peptelligence®

Since its founding in 2013, Enteris has advanced multiple internal

and external programs leveraging Peptelligence®, which enables the oral delivery of molecules that are typically injected,

including peptides and BCS Class II, III, and IV small molecules, in an enteric-coated tablet formulation.

strategy is to utilize the Peptelligence®

platform to create a portfolio of milestone and royalty income, and thus increase

our net income and book value, by out-licensing our technology in two ways.

First, we intend to out-license our technology to

pharmaceutical companies to create novel and important oral therapeutic treatments for a wide variety of indications.

we intend to out-license to pharmaceutical companies our internally developed reformulations of approved, off-patent injectable

therapeutic treatments where Peptelligence®

enables oral delivery, resulting in meaningful improvements for patients and caregivers.

We also generate income by providing customers pharmaceutical development, formulation and manufacturing with the ultimate goal

of generating new out-license agreements of our technology.

Receivables Portfolio Overview

table below provides an overview of our outstanding transactions as of, and for the year ended, December 31, 2020 (in thousands,

except rate, share and per share data):

Purchases and

Other Financings

Investment as

of December 31,

Beleodaq®

Besivance®

Coflex®/Kybella®/Zalviso®

stenosis/Submental fullness

migraine treatment

disorder treatment

macular edema

overdose treatment

Royalty Financing (Marketable Investment)

Women’s

products royalty

Investment as

of December 31,

Pharmaceuticals, Inc.

Therapeutics, Inc.

Dental Corporation

Lien Equipment Loan

BioSciences, Inc.

Diagnostics, Inc.

International, Inc.

Pharmaceuticals, Inc.

Medical, Inc.

Investment in TRT

Value During 2020

Investment as of

December 31, 2020

Regeneration Therapeutics (“TRT”)

to Purchase Stock

Investment as

of December 31, 2020

Pharmaceuticals, Inc.

Dental Corporation

BioSciences, Inc.

Diagnostics, Inc.

International, Inc.

Pharmaceuticals, Inc.

Medical, Inc.

Income Recognized

Total Finance Receivables

Investment in TRT

Total Marketable Investments

Fair Value of Warrant Assets

Total Assets/Revenues

considered impaired.

on nonaccrual.

is currently in default.

August 21, 2020, the royalty purchase agreement was terminated in exchange for TRT common equity and a convertible note.

The convertible

feature is at the option of TRT.

Please see Part II, Item 8, Financial Statements , Note 14 of the notes to the

consolidated financial statements for further details.

accordance with credit agreement, $2,500 was funded on February 19, 2020.

Loan was repaid in October 2020.

is evaluating strategic alternatives for the business.

The loan is currently in default.

retired the facility in April 2020 with its final scheduled payment.

executed an amendment on May 15, 2020, which consolidated first, second and third warrants, for a total of 550,977 shares

at $0.39198 per share.

amended the facility to allow DxTerity to pay in-kind the interest payments due in October 2019, January 2020 and April 2020,

subject to DxTerity raising additional subordinated capital, which DxTerity did not accomplish by the required date.

resulted in a default under the credit agreement.

DxTerity paid the interest and principal payments due in July 2020, October

2020 and January 2021, and we are currently working with DxTerity to remedy the default.

executed an amendment on August 11, 2020 to increase the maximum principal amount of the term loan from $10,000 to

eTon may draw up to $8,000 upon reaching certain milestones outlined in the amendment;

$2,000 was funded at closing.

executed an amendment on March 27, 2020, which extended the maturity date to November 2022.

otherwise specified, our senior secured debt assets generally are repaid by a revenue interest that is charged on a company’s

quarterly net sales and royalties.

Accounting Policies and Estimates

discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements,

which have been prepared in accordance with U.S.

generally accepted accounting principles, or GAAP.

The preparation of financial

statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses,

and related disclosure of contingent assets and liabilities.

On an on-going basis, we evaluate our estimates, including those

related to revenue recognition, stock-based compensation, impairment of finance receivables and long-lived assets, impairment

of goodwill and identifiable intangible assets, valuation of warrants and investments, contingent consideration, income taxes

and contingencies and litigation, among others.

We base our estimates on historical experience and on various other assumptions

that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying

values of assets and liabilities that are not readily apparent from other sources.

Actual results may differ from these estimates

under different assumptions or conditions.

The accounting estimates and assumptions discussed in this section are those that we

consider to be the most critical to an understanding of our consolidated financial statements because they inherently involve

significant judgments and uncertainties.

For a discussion of our significant accounting policies, refer to Note 1 of the Notes

to the Consolidated Financial Statements in Part II, Item 8, Financial Statements and Supplementary Data .

Allowance for Loan Losses

allowance for loan losses is reviewed for adequacy based on portfolio collateral values and credit quality indicators, including

non-performing assets, evaluation of portfolio diversification and concentration as well as economic conditions to determine the

need for a qualitative adjustment.

We review our finance receivables periodically to determine the probability of loss, and record

charge-offs after considering such factors as delinquencies, the financial condition of obligors, the value of underlying collateral,

as well as third party credit enhancements such as guarantees.

process of determining the level of the allowance for loan losses requires a high degree of judgment.

Others given the same information

could reach different reasonable conclusions.

Finance Receivables

receivables are measured based upon the difference between the recorded investment in each receivable and either the present value

of the expected future cash flows discounted at each receivable’s effective interest rate (the receivable’s contractual

interest rate adjusted for any deferred fees, costs or discount / premium at the date of origination/acquisition) or if a receivable

is collateral dependent, the collateral’s fair value.

When impairment is determined to be probable, the measurement will

be based on the fair value of the collateral.

The determination of impairment involves management’s judgment and the use

of market and third party estimates regarding collateral values.

Valuations of impaired receivables and corresponding impairment

affect the level of the reserve for credit losses.

Revenue Recognition

Receivables Segment

Company’s Finance Receivables segment records interest income on an accrual basis based on the effective interest rate method

to the extent that we expect to collect such amounts.

Incentive fees, if any, are recognized when earned at the end of the

relevant performance period, pursuant to the underlying contract.

Other administrative service revenues are recognized when contractual

obligations are fulfilled or as services are provided.

Pharmaceutical

Development Segment

Company’s Pharmaceutical Development segment enters into collaboration and licensing agreements with strategic partners,

under which it may exclusively license rights to research, develop, manufacture and commercialize its product candidates to third

The terms of these arrangements typically include payment to the Company of one or more of the following:

non-refundable,

upfront license fees;

reimbursement of certain costs;

customer option exercise fees;

development, regulatory and commercial milestone

and royalties on net sales of licensed products.

Fair Value of Financial

fair value of our financial instruments reflects the amounts that would be received to sell an asset or paid to transfer a liability

in an orderly transaction between market participants at the measurement date (exit price).

financial instruments not required to be adjusted to fair value on a recurring basis consist principally of cash and restricted

cash, accounts and finance receivable, accounts payable, and accrued expenses.

We believe the carrying amount of cash and cash

equivalents, accounts and finance receivable, accounts payable and accrued expenses approximate fair value due to their relatively

short maturities.

Cost Method Investment

Company holds an investment in TRT.

The common stock of TRT does not have a readily determinable fair value and is measured at cost minus

impairment, if any.

Management regularly evaluates the recoverability of its investment in TRT based on TRT’s performance and financial

position, including the status of its intellectual property and related intellectual property licensing agreements.

During the year ended

December 31, 2020, the Company evaluated the recoverability of its investment in TRT and determined there were no indicators of impairment.

recognition of certain net deferred tax assets of our reporting entities are dependent upon, but not limited to, the future profitability

of the reporting entity, when the underlying temporary differences will reverse, and tax planning strategies.

Further, management’s

judgment regarding the use of estimates and projections is required in assessing our ability to realize the deferred tax assets

relating to NOL carryforwards, as most of these assets are subject to limited carryforward periods.

Company will continue to assess the need for a valuation allowance on the deferred tax assets by evaluating both positive and

negative evidence that may exist at each reporting date.

Any adjustments to the deferred tax asset valuation allowance is recorded

in the statement of operations in the period it is determined an adjustment is required.

refer to Note 13 of the Notes to the Consolidated Financial Statements in Part II, Item 8, Financial Statements and Supplementary

Accounting Pronouncements

a discussion of recent accounting pronouncements, refer to Note 1 of the Notes to the Consolidated Financial Statements in Part

II, Item 8, Financial Statements and Supplementary Data .

Finance Receivables

believe the income generated by our Finance Receivables segment’s current portfolio will be more than its operational expenses,

and we expect to grow our book value going forward.

We continue to evaluate multiple attractive opportunities that, if consummated,

we believe would similarly generate additional income.

We expect that the income generated by such future investments would be

earned with minimal additional operational expenses.

Pharmaceutical

Development Segment

expect the Pharmaceutical Development segment’s income to offset its operational expenses.

The segment’s income, however,

is dependent up our third party licensee’s achieving the clinical and operational milestones pursuant to which we receive

milestone payments under the license agreements from our licensees.

of the Years Ended December 31, 2020 and 2019

(in millions)

For the Year Ended

Provision for credit losses and impairment expenses

Interest expense

Pharmaceutical manufacturing, research and development expense

Change in fair value of acquisition-related contingent consideration

Depreciation and amortization expense

General and administrative expense

Other (expense) income, net

Income tax benefit

Consolidated net income

generated revenues of $36.7 and $30.7 million for the years ended December 31, 2020 and 2019, respectively.

ended December 31, 2020, revenues consisted primarily of $30.8 million of interest, fees and royalties earned on our finance receivables

and $5.9 million from our Pharmaceutical Development segment.

For the year ended December 31, 2019, revenues consisted primarily

of $30.1 million of interest, fees and royalties earned on our finance receivables and $0.6 million received from our Pharmaceutical

Development segment, which was acquired in the third quarter of 2019.

The net $6.0 million increase in total revenues includes

an $0.7 million increase in interest, fees and royalties earned on our finance receivables.

The total increase in 2020 revenues

also included $5.0 million of milestone revenue related to Enteris’

license agreement with Cara.

Provision for Credit Losses

and Impairment Expense

recognized impairment expense of $0.2 million on our debt securities during the year ended December 31, 2020.

the year ended December 31, 2019, we recognized credit loss provision expense of $0.6 million related to the Besivance®

which was due to increases in sales chargebacks and various rebates (gross sales to net sales deductions) and lower sales volumes.

We also recognized credit loss provision expense of $1.6 million on our Best ABT, Inc.

(“Best”) royalty, which

was due to reduced future sales expectations.

refer to Part II, Item 8, Financial Statements and Supplementary Data , Notes 3 and 5 of the Notes to the

Consolidated Financial Statements for further information regarding the allowance for credit losses and impairments taken during

the years ended December 31, 2020 and 2019.

expense consists of unused line of credit and maintenance fees, as well as amortization of debt issuance costs on our revolving

line of credit.

Interest expense increased to $0.5 million for the year ended December 31, 2020 from $0.3 million for the year

ended December 31, 2019.

In March and December of 2020, we drew $15.0 million and $12.0 million, respectively, on our revolving

credit facility in order to support existing business partners and to finance future investment opportunities;

this accounted

for the $0.2 million increase in interest expense.

The initial $15.0 million drawn in March 2020 was repaid by August 17, 2020.

As of December 31, 2020 $11.8 million was outstanding on the line of credit, and $8.2 million was available for borrowing.

Pharmaceutical

Manufacturing, Research and Development Expense

Pharmaceutical

manufacturing, research and development expense totaling $4.3 million was incurred by our Pharmaceutical Development segment during

the year ended December 31, 2020, compared to $1.2 million for the period following our acquisition of Enteris through December

Change in Fair Value of Contingent

Consideration

change in the fair value of the contingent consideration for the year ended December 31, 2020 was $4.4 million.

The contingent

consideration is the earnout related to the 2019 acquisition of Enteris and sharing of certain milestone and royalties due to

Enteris pursuant to the License Agreement with Cara for oral formulation rights to Enteris’

Peptelligence®

technology to develop

and commercialize Oral KORSUVA™

in any indication worldwide, excluding South Korea and Japan (please refer to Part II, Item

8, Financial Statements , Note 2 of the Notes to the Consolidated Financial Statements for further information on contingent

consideration and the acquisition of Enteris).

The contingent consideration was remeasured to fair value throughout 2020.

carrying amount of the liability may fluctuate significantly, and actual amounts paid may be materially different from the estimated

value of the liability.

and Amortization

and amortization increased by $7.1 million due to the increase in property and equipment and intangible assets that were obtained

in the acquisition of Enteris, which was acquired in the third quarter of 2019.

Please refer to Part II, Item 8, Financial

Statements , Note 2 of the Notes to the Consolidated Financial Statements for further information on the acquisition of Enteris.

General and Administrative

and administrative expenses consist primarily of compensation;

stock-based compensation and related costs for management, staff

and Board of Directors;

legal, accounting and audit expenses;

and corporate governance.

General and administrative expenses increased

to $10.5 million for the year ended December 31, 2020 from $7.4 million for the year ended December 31, 2019.

The increase in

general and administrative expense was primarily due to a $2.3 million increase in salaries, benefits and stock-based compensation

expense, which included a $0.7 million increase in the performance-based bonus accrual;

and a $1.0 million increase in general

office, insurance and rent expense.

The overall increase in general and administrative expense was primarily due to the addition

of Enteris, which was acquired in the third quarter of 2019, along with our 2020 uplisting to the Nasdaq Stock Market.

Income (Expense), Net

income (expense), net for the year ended December 31, 2020 reflected a $0.6 million net fair market value loss on our warrant derivatives,

a $0.1 million gain realized related to our warrant in prior borrower Cheetah Medical, Inc.

and the release of certain acquisition-related

cash proceeds from escrow, and a $0.6 million net fair market value loss on our Misonix common stock.

income, net for the year ended December 31, 2019 reflected a net fair market value gain of $0.4 million on our warrant derivatives

and a $0.2 million gain realized upon exercising the warrant related to our Cheetah Medical, Inc.

investment and a $1.6 million

net fair market value gain on our Misonix common stock.

The $1.6 million gain on our Misonix common stock resulted from the exchange

of our Solsys equity interests, which were obtained upon exercising our Solsys warrants and preemptive right to protect against

dilution of our Solsys warrants, into Misonix shares pursuant to the terms of the acquisition agreement.

December 31, 2020 and 2019, our cumulative gross deferred tax asset was $67.8 million and $82.3 million, respectively.

historical and expected future operating performance, we concluded that it was more likely than not that we will not be able to

realize the full benefit of the U.S.

federal and state deferred tax assets in the future.

The valuation allowance against deferred

tax assets was $37.5 million and $51.7 million as of December 31, 2020 and 2019, respectively.

We believe it is more likely than

not that we will realize approximately $27.5 million of benefit from the U.S.

federal and state deferred tax assets in the future.

of December 31, 2020, we had NOLs for federal income tax purposes of $289.4 million.

The federal NOL carryforwards, if not offset

against future income, will expire by 2037, with approximately half expiring by December 2021.

Approximately $4.0 million of the

$289.4 million can be carried forward indefinitely.

We also had federal research credit carryforwards of $3.0 million.

research credits will expire by 2039, with the majority of such credits expiring by 2029.

and Capital Resources

of December 31, 2020, we had $3.0 million in cash and cash equivalents, compared to $11.2 million in cash and cash

equivalents as of December 31, 2019.

The primary driver of the net decrease in our cash balance was $42.7 million, net of

origination costs and fees, of new and add-on investment funding;

$18.1 million of accounts payable, which included $3.9

million of capital expenditures to upgrade the Enteris facility, benefits and payroll expense;

and $2.0 million to

repurchase shares of our common stock in the open market.

The net decrease was offset by $43.6 million of interest, fees, and

principal payments generated by our finance receivables, which included $4.4 million received from the payoff of one term

a net $4.4 million of payments generated by our Pharmaceutical Development segment;

and $11.8 million of net borrowings

under our revolving credit facility.

As of December 31, 2020, we had $8.2 million of availability on our revolving credit

As of March 31, 2021, current capital, combined with expected cash flows from operations, will

be sufficient to meet the company’s operating requirements for at least the next 12 months.

Primary Driver of Cash

ability to generate cash in the future depends primarily upon our success in implementing our Finance Receivable segment business

model of generating income by providing capital to a broad range of life science companies, institutions and inventors, as well

as the success of our Pharmaceutical Development segment.

We generate income primarily from four sources:

Primarily owning or

financing through debt investments, royalties generated by the sales of life science products and related intellectual property;

Receiving interest and

other income by advancing capital in the form of secured debt to companies in the life science sector;

Pharmaceutical development,

manufacturing, and licensing activities utilizing the Peptelligence®

To a lesser extent,

realizing capital appreciation from equity-related investments in the life science sector.

of December 31, 2020, our finance receivables portfolio contains $204.5 million of finance receivables, $1.5 million of marketable investments

and $3.5 million of convertible notes receivable.

We expect these assets to generate positive cash flows in 2021.

continuously monitor the short and long-term financial position of our finance receivables portfolio.

In addition, the majority of our

finance receivables portfolio are debt instruments that carry floating interest rates with a LIBOR-based interest rate floor.

in interest rates, including the levels of LIBOR rates or the replacement of LIBOR with another reference rate, may affect the interest

income for debt instruments with floating rates.

We believe we are well positioned to benefit should market interest rates rise in the

continue to evaluate multiple attractive opportunities that, if consummated, we believe would similarly generate additional income.

Since the timing of any investment is difficult to predict, our Finance Receivables segment may not be able to generate positive

cash flow above what our existing assets are expected to produce in 2021.

We do not assume any near-term repayments from borrowers,

and as a result, no assurances can be given that actual results would not differ materially from the statement above.

of December 31, 2020, our Pharmaceutical Development segment did not have a significant impact on our cash flow.

We expect the

Pharmaceutical Development segment to generate positive cash flow above its expenses from proceeds received under its license

agreements and customer relationships;

however, the timing of the receipt of payments under the license agreements is uncertain

and dependent upon the success of our technology licensees’

pharmaceutical development candidates.

Also, the COVID-19 pandemic

has resulted in disruption and delays to pharmaceutical clinical trials in general and may impact the expected timing of our technology

licensees’

ability to achieve milestones upon which we receive income pursuant to our license agreements.

entered into a $20.0 million revolving credit facility in June 2018.

As of December 31, 2020, $11.8 million was outstanding under the

credit facility, and $8.2 million was available for borrowing.

As of March 25, 2021, the Company drew an additional $9.0 million

under the credit facility, incurred and paid $0.1 million of interest and fees and made principal payments of $11.2 million.

March 25, 2021, $10.3 million was available for borrowing.

Our credit facility matures on June 30, 2021.

We are exploring options

with respect to a new credit facility.

Sheet Arrangements

the normal course of operations, we engage in a variety of financial transactions that, in accordance with GAAP, are not recorded

in our consolidated financial statements.

These transactions involve, to varying degrees, elements of credit, interest rate, and

liquidity risk.

Such transactions are used primarily to manage partner companies’

requests for funding and take the form

of loan commitments and lines of credit.

contractual amounts of commitments to extend credit represent the amounts of potential accounting loss should the contract be

fully drawn upon, the partner company defaults, and the value of any existing collateral becomes worthless.

We use the same credit

policies in making commitments and conditional obligations as we do for on-balance sheet instruments.

Please refer to Part II,

Item 8, Financial Statements, Note 8 of the Notes to the Consolidated Financial Statements.

of December 31, 2020, we did not have any unfunded commitments.

Please refer to Part II, Item 8, Financial Statements ,

Note 8 of the Notes to the Consolidated Financial Statements for further information regarding the Company’s commitments and contingencies.

We intend to retain our cash and do not anticipate paying any cash dividends

in the foreseeable future.

Purchases of Equity Securities

June 15, 2021, the Board authorized a share repurchase program under which the Company is authorized to repurchase up to $5.0 million

of the Company’s outstanding shares of common stock, or approximately 312,500 common shares, in accordance with all applicable securities

laws and regulations, including Rule 10b-18 of the Securities and Exchange Act.

The share repurchase program expired on March 15, 2022.

No shares were repurchased under the share repurchase program during the year ended December 31, 2021.

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-K

Item 5. Market for Registrant’s Common Equity