Item 4 — Purpose of Transaction
Item 4 of the Amended Statement is hereby amended by adding the following paragraphs to the end of Item 4: January 8, 2026 Conversion Price Adjustment Notice On January 8, 2026, the Issuer notified Dialectic that, effective after the close of business on the most recent Reset Price Date (being December 31, 2025), the Conversion Price of the Convertible Notes was automatically adjusted pursuant to the quarterly reset provisions of the Indenture, from $10.00 to $7.8050. After giving effect to such adjustment, the Convertible Notes are convertible into an aggregate of 7,010,649 shares of Common Stock. RSU Issuance to Mr. Fichthorn On January 1, 2026, Mr. Fichthorn was issued 12,000 RSUs in connection with his continued service on the Issuer's Board of Directors. Each RSU represents a contingent right to receive one share of common stock of the Issuer. The RSUs vest in full on the earlier of January 1, 2027 or the date of the Company's next annual meeting of stockholders, in each case subject to Mr. Fichthorn's continued service on the Issuer's Board of Directors.