Prospectus Filed for Resale of 3.35 Million Shares by Selling Securityholders

summarizeResume

This 424B3 filing finalizes the registration for the resale of 3.35 million common shares by existing securityholders, following the S-3 registration statement filed on January 16, 2026. These shares originate from recent private placements in December 2025 and January 2026, as well as potential dividends on Series A-2 Preferred Stock. The company will not receive any proceeds from these sales. The potential influx of these shares into the market, representing a notable percentage of outstanding common stock, could create an overhang and exert downward pressure on the stock price, especially since the shares were acquired at $2.00 compared to the current market price of $3.02. This event is part of a series of recent capital-raising activities and conversions, indicating ongoing dilution.

check_boxEvenements cles

• Significant Potential Dilution

  The 3.35 million shares represent a substantial portion of the company's outstanding common stock, creating a potential overhang on the market.

• No Proceeds to Company

  The company will not receive any proceeds from the sale of these shares, as they are being sold by existing securityholders.

• Shares from Recent Financings

  The shares include those issued in private placements in December 2025 and January 2026 at $2.00 per share, as well as shares for potential dividends on Series A-2 Preferred Stock.

auto_awesomeAnalyse

This 424B3 filing finalizes the registration for the resale of 3.35 million common shares by existing securityholders, following the S-3 registration statement filed on January 16, 2026. These shares originate from recent private placements in December 2025 and January 2026, as well as potential dividends on Series A-2 Preferred Stock. The company will not receive any proceeds from these sales. The potential influx of these shares into the market, representing a notable percentage of outstanding common stock, could create an overhang and exert downward pressure on the stock price, especially since the shares were acquired at $2.00 compared to the current market price of $3.02. This event is part of a series of recent capital-raising activities and conversions, indicating ongoing dilution.