Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES.
Disclosure
Controls and Procedures
Our
management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure
controls and procedures as of June 30, 2026. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e)
and 15d-15(e) under the Exchange Act, are controls and other procedures of a company that are designed to ensure that information required
to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported,
within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be disclosed by a 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, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that controls and procedures,
no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily
applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Based
on this evaluation of our disclosure controls and procedures as of June 30, 2026, our chief executive officer and chief financial officer
concluded that our disclosure controls and procedures were not effective.
Changes
in Internal Control Over Financial Reporting
There
were no changes to our internal control over financial reporting during the three months ended June 30, 2026 that have materially affected,
or are reasonably likely to materially affect, our internal controls over financial reporting.
7
PART
II - OTHER INFORMATION
ITEM
1. LEGAL PROCEEDINGS
The
Company currently is not a party to any legal proceedings and, to the Company’s knowledge; no such proceedings are threatened or
contemplated.
ITEM
1A. RISK FACTORS
N/A
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.