Item 4 — Purpose of Transaction
Item 4 of Schedule 13D is hereby amended by adding the below disclosure following the last paragraph of Item 4: On August 3, 2026, upon obtaining the consent of a majority of the holders of the Preferred Stock, and the approval of the Company's Board of Directors, the Company filed a Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock and Series B Non-Voting Convertible Preferred Stock (the "Second Amended and Restated Certificate of Designation") with the Secretary of State of the State of Delaware. The Second Amended and Restated Certificate of Designation amended Section 6.3.3 of the Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock and Series B Non-Voting Convertible Preferred Stock ("Amended and Restated Certificate of Designation") to remove the requirement of 60 days' notice to change and/or waive the beneficial ownership limitation set forth in the Amended and Restated Certificate of Designation. The Second Amended and Restated Certificate of Designation effected no other changes to the Amended and Restated Certificate of Designation other than the foregoing, and no additional securities were issued or sold in connection with the filing. The foregoing description of the Second Amended and Restated Certificate of Designation does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amended and Restated Certificate of Designation, a copy of which is filed as Exhibit 99.10 to this Amendment No. 5 and is incorporated herein by reference. On August 3, 2026, DEFJ (i) submitted a notice to the Company providing that it waived the Beneficial Ownership Limitation (as defined in the Second Amended and Restated Certificate of Designation) set forth in Section 6.3.3 of the Second Amended and Restated Certificate of Designation, effective as of August 3, 2026, and (ii) submitted an irrevocable conversion notice to the Company providing that DEFJ converts 1,181.3859 shares of Series A Preferred Stock into 11,813,859 shares of Common Stock and 202.0582 shares of Series B Preferred Stock into 2,020,582 shares of Common Stock.