Item 1. Legal Proceedings
ITEM 1. LEGAL PROCEEDINGS
As previously disclosed in the
Company’s Current Reports on Form 8-K filed on July 15, 2025 and September 26, 2025, the Company, together with certain
current and former officers and directors, was named as a defendant in an action filed by Kingbird Ventures, LLC in the Eighth
Judicial District Court, Clark County, Nevada. The complaint alleged, among other things, breach of fiduciary duty and related
claims arising from corporate governance matters. On September 22, 2025, the Company and other defendants entered into settlement
agreements with Kingbird Ventures and related parties to resolve all matters in the litigation. The settlements provide for mutual
releases and a total cash payment obligation of approximately $13 million from the Nevada Defendants (as defined in the agreements),
including an initial payment of $7.5 million made in September 2025 and a remaining balance of approximately $5.5 million due by December 18, 2025. No
admission of liability was made by any party.
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