Item 4 — Purpose of Transaction
The Reporting Person's purpose of acquiring these securities is for investment purposes. The Reporting Person intends to engage, or has engaged, in discussions with the Issuer and its management and/or board of directors regarding the Issuer's financial performance, strategic direction, operational matters, and corporate governance practices. On March 31, 2026, the Issuer and V-Co 3 entered into a Securities Purchase Agreement where the Issuer sold to V-Co 3 in a private placement: (i) 1,353,625 shares of Common Stock ("PIPE Common Stock"), (ii) a Series A Common Stock Purchase Warrant ("Series A Warrant") to purchase up to 1,783,582 shares of Common Stock ("Warrant Shares"), (iii) a Series B Common Stock Purchase Warrant ("Series B Purchase Warrant" and together with the Series A Warrant, the "Common Stock Warrants") to purchase up to 1,783,582 Warrant Shares and (iv) a Pre-Funded Warrant ("Pre-Funded Warrant") to purchase up to 429,957 shares of Common Stock ("PFW Shares," together with the PIPE Common Stock and Warrant Shares, the "Shares"). In compliance with the listing rules of the Nasdaq Stock Market LLC, V-Co 3 purchased the Shares at a purchase price of $1.34 per share. The Series A Warrant is immediately exercisable with a two-year term from the date of purchase and has an exercise price of $1.09 per share. The Series B Warrant is immediately exercisable with a five-year term from the date of purchase and has an exercise price of $1.09 per share. Similarly, the Pre-Funded Warrant is immediately exercisable and has an exercise price of $0.0001 per share. V-Co 3 is prohibited from exercising such Common Stock Warrants and Pre-Funded Warrant if it results in V-Co 3 or its affiliates owning in excess of 19.99% of the then outstanding Common Stock of the Issuer. The purpose of the private placement was for general working capital purposes. Other than as described above, the Reporting Persons do not have any current plans or proposals which relate to, or would result in, (a) any acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;(c) any sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure, including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940; (g) any change in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above.