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Nasdaq · USD

SNWV

SANUWAVE Health, Inc.

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Tapewire entity
7321
SEC CIK
0001417663
Parsed reports
128

Last 12 months

Inside the activity.

0 purchase rows · 21 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 2025010
Jan 202600
Feb 202600
Mar 202600
Apr 202609
May 202602
Jun 202600
Jul 202600
Aug 202600
Sep 202600
Oct 202600

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 20,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 13

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 20,000 shares

Expires 2028-05-10

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F8 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2, which is incorporated by reference.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F8 · derivative.exercise_date: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2, which is incorporated by reference.

F8 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2, which is incorporated by reference.

F4 · ownership.direct: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F4 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 22,667 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 12

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 22,667

Underlying: Common Stock, par value $0.001 · 22,667 shares

Expires 2027-11-15

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F6 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F6 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F7 · ownership.direct: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F7 · ownership.nature: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 26,667 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 11

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 26,667 shares

Expires 2027-11-15

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F6 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F6 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F7 · ownership.direct: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F7 · ownership.nature: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 24,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 10

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 24,000

Underlying: Common Stock, par value $0.001 · 24,000 shares

Expires 2027-11-15

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F6 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F6 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F7 · ownership.direct: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F7 · ownership.nature: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 26,667 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 9

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 26,667 shares

Expires 2027-11-15

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F6 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F6 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022, which is incorporated by reference.

F7 · ownership.direct: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F7 · ownership.nature: The reported securities and warrants are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 14,167 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 8

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 14,167

Underlying: Common Stock, par value $0.001 · 14,167 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F5 · ownership.direct: The reported securities and warrants are directly owned by Morgan C. Frank in his personal capacity.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 16,667 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 7

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 16,667 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F5 · ownership.direct: The reported securities and warrants are directly owned by Morgan C. Frank in his personal capacity.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 15,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 6

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock, par value $0.001 · 15,000 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F5 · ownership.direct: The reported securities and warrants are directly owned by Morgan C. Frank in his personal capacity.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 16,667 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 5

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 16,667 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F5 · ownership.direct: The reported securities and warrants are directly owned by Morgan C. Frank in his personal capacity.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 141,667 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 4

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 141,667

Underlying: Common Stock, par value $0.001 · 141,667 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F4 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 166,667 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 3

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 166,667 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F4 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 150,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 2

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 150,000

Underlying: Common Stock, par value $0.001 · 150,000 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F4 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Oct 23, 2024 16:56 UTC
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 166,667 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0000919574-24-005979 · ownership.xml · derivative · entry 1

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 166,667 shares

Expires 2027-08-05

F1 · derivative.exercise_price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F2 · kind: Pursuant to a letter agreement entered into by certain of the Reporting Persons and the Issuer, and with the consent of the Board of Directors of the Issuer, the Reporting Persons agreed to exchange the reported warrants for warrants with different terms.

F3 · shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F1 · price: On October 15, 2024, the Issuer filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Certificate of Amendment"), to implement a 1-for-375 reverse stock split (the "Reverse Stock Split") of Common Stock. As a result of the Reverse Stock Split, at 12:01 a.m. Mountain Time on October 18, 2024, every 375 shares of Common Stock then issued and outstanding automatically were combined into one share of Common Stock, with no change in par value per share. No fractional shares were outstanding following the Reverse Stock Split, and any fractional shares that would have resulted from the Reverse Stock Split will be settled in cash. The text of the Certificate of Amendment that effected the foregoing actions was included as Exhibit 3.1 of the 8-K and is incorporated herein by reference.

F3 · derivative.underlying_shares: The warrants may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant included as Exhibit 4.2 of the Issuer's 8-K filed on August 8, 2022 ("Exhibit 4.2"). The exercise of the reported warrants is subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.2.

F4 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
October 18, 2024 Filed Mar 4, 2025 21:13 UTC
Tyler JamesDirector
Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 3,000 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-006104 · rdgdoc.xml · derivative · entry 9

Tyler James · CIK 0002012756 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 3,000 shares

Expires 2027-08-05

F2 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F2 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 4, 2025 21:13 UTC
Tyler JamesDirector
Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 3,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-006104 · rdgdoc.xml · derivative · entry 7

Tyler James · CIK 0002012756 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 3,000 shares

Expires 2027-08-05

F2 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F2 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 4, 2025 21:13 UTC
Tyler JamesDirector
GrantCommon Stock 2,550 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-006104 · rdgdoc.xml · nonDerivative · entry 3

Tyler James · CIK 0002012756 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 8,700

F2 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F2 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 4, 2025 21:13 UTC
Tyler JamesDirector
GrantCommon Stock 2,700 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-006104 · rdgdoc.xml · nonDerivative · entry 2

Tyler James · CIK 0002012756 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 6,150

F2 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F2 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 5,250 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 3,333 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · derivative · entry 19

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 3,333 shares

Expires 2028-05-09

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 3,333 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · derivative · entry 17

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 3,333 shares

Expires 2028-05-09

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 7,000 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · derivative · entry 13

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,000 shares

Expires 2027-08-05

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 7,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · derivative · entry 11

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,000 shares

Expires 2027-08-05

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC GrantCommon Stock 2,834 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · nonDerivative · entry 6

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 48,426

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC GrantCommon Stock 3,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · nonDerivative · entry 5

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 45,592

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC GrantCommon Stock 5,950 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · nonDerivative · entry 4

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 42,592

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Mar 24, 2025 20:06 UTC GrantCommon Stock 6,300 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · nonDerivative · entry 3

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 36,642

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's warrants were exchanged for an aggregate of 18,084 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 9,999 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 33

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 9,999 shares

Expires 2029-01-21

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 9,999 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 31

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 9,999 shares

Expires 2029-01-21

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerFuture Advance Convertible Promissory Note · Derivative Not disclosed $0.00 Strike: $15.00 $172,491.38
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 29

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 11,500 shares

Expires 2025-01-21

F3 · reported_value: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 6,000 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 25

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 6,000 shares

Expires 2027-11-14

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 6,000 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 23

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 6,000 shares

Expires 2027-11-14

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 89,664 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 19

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 89,664 shares

Expires 2027-08-05

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerCommon Stock Purchase Warrant (right to buy) · Derivative 89,664 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 17

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 89,664 shares

Expires 2027-08-05

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 8,500 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 9

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 351,786

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 9,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 8

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 343,286

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 11,500 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 7

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 334,286

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 5,100 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 6

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 322,786

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 5,400 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 5

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 317,686

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 76,215 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 4

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 312,286

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
October 18, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock 80,698 Not disclosed Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · nonDerivative · entry 3

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 236,071

F3 · shares: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

F3 · price: On October 18, 2024, effective upon the Company's 1-for-375 reverse stock split, the reporting person's outstanding Future Advance Convertible Promissory Note and Common Stock Purchase Warrants were exchanged for an aggregate of 196,413 shares of common stock pursuant to a letter agreement between the reporting person and the Company.

Read SEC document
May 09, 2024 Filed May 14, 2024 00:49 UTC
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
BESSER JAMES EDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
ConversionFuture Advance Convertible Promissory Note · Derivative Not disclosed $0.04 Strike: $0.04 $345,000.00
Disclosure

SEC source: 0000919574-24-002866 · ownership.xml · derivative · entry 5

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote (3).

Disclosed balance after: 0

Underlying: Common Stock, par value $0.001 · 8,625,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · reported_value: Pursuant to the terms of the Future Advance Convertible Promissory Note issued on May 9, 2023, all principal and accrued and unpaid interest due as of the maturity date, May 9, 2024, has been converted by the Issuer into shares of Common Stock of the Issuer at a conversion price of $0.04 per share.

F1 · derivative.expiration_date: Pursuant to the terms of the Future Advance Convertible Promissory Note issued on May 9, 2023, all principal and accrued and unpaid interest due as of the maturity date, May 9, 2024, has been converted by the Issuer into shares of Common Stock of the Issuer at a conversion price of $0.04 per share.

F1 · derivative.underlying_shares: Pursuant to the terms of the Future Advance Convertible Promissory Note issued on May 9, 2023, all principal and accrued and unpaid interest due as of the maturity date, May 9, 2024, has been converted by the Issuer into shares of Common Stock of the Issuer at a conversion price of $0.04 per share.

F3 · ownership.direct: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of Explorer, (ii) Manchester PR, the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 09, 2024 Filed May 14, 2024 00:49 UTC
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
BESSER JAMES EDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
ConversionCommon Stock, par value $0.001 8,625,000 $0.04 $345,000.00
Disclosure

SEC source: 0000919574-24-002866 · ownership.xml · nonDerivative · entry 1

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote (3).

Disclosed balance after: 117,085,646

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: Pursuant to the terms of the Future Advance Convertible Promissory Note issued on May 9, 2023, all principal and accrued and unpaid interest due as of the maturity date, May 9, 2024, has been converted by the Issuer into shares of Common Stock of the Issuer at a conversion price of $0.04 per share.

F3 · ownership.direct: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of Explorer, (ii) Manchester PR, the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 09, 2024 Filed Mar 24, 2025 20:06 UTC ConversionFuture Advance Convertible Promissory Note · Derivative 57,500 $0.00 Strike: $15.00 $0.00
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · derivative · entry 15

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 3,833 shares

Expires 2024-05-09

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · shares: Pursuant to the terms of the Future Advance Convertible Promissory Note issued by the Company on May 9, 2023, all principal and accrued interest due as of the maturity date, May 9, 2024, was automatically converted into shares of common stock at a conversion price of $15.00 per share.

Read SEC document
May 09, 2024 Filed Mar 24, 2025 20:06 UTC GrantCommon Stock 3,833 $15.00 $57,495.00
Disclosure

SEC source: 0001437749-25-008959 · rdgdoc.xml · nonDerivative · entry 2

Miller Ian D. · CIK 0002012527 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,342

F2 · shares: Pursuant to the terms of the Future Advance Convertible Promissory Note issued by the Company on May 9, 2023, all principal and accrued interest due as of the maturity date, May 9, 2024, was automatically converted into shares of common stock at a conversion price of $15.00 per share.

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January 21, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock Purchase Warrant (right to buy) · Derivative 9,999 Not disclosed Strike: $25.13 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 32

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 9,999

Underlying: Common Stock · 9,999 shares

Expires 2029-01-21

F8 · price: On July 21, 2023, in exchange for $100,000 in cash, the reporting person acquired from the Company an Asset-Backed Secured Promissory Note with a principal amount of $149,992.50. Pursuant to a letter agreement between the Company and the reporting person, dated as of July 21, 2023, the Company agreed to issue to the reporting person on January 21, 2024 a Future Advance Convertible Promissory Note with a principal amount of $149,992.50 and two Common Stock Purchase Warrants, one with an exercise price of $15.00 per share and one with an exercise price of $25.13 per share, each of which were exercisable for 9,999 shares of common stock.

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January 21, 2024 Filed Jun 12, 2025 16:18 UTC GrantCommon Stock Purchase Warrant (right to buy) · Derivative 9,999 Not disclosed Strike: $15.00 Not disclosed
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 30

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 9,999

Underlying: Common Stock · 9,999 shares

Expires 2029-01-21

F8 · price: On July 21, 2023, in exchange for $100,000 in cash, the reporting person acquired from the Company an Asset-Backed Secured Promissory Note with a principal amount of $149,992.50. Pursuant to a letter agreement between the Company and the reporting person, dated as of July 21, 2023, the Company agreed to issue to the reporting person on January 21, 2024 a Future Advance Convertible Promissory Note with a principal amount of $149,992.50 and two Common Stock Purchase Warrants, one with an exercise price of $15.00 per share and one with an exercise price of $25.13 per share, each of which were exercisable for 9,999 shares of common stock.

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January 21, 2024 Filed Jun 12, 2025 16:18 UTC GrantFuture Advance Convertible Promissory Note · Derivative Not disclosed $149,992.50 Strike: $15.00 $149,992.50
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 28

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: Not disclosed

Underlying: Common Stock · 9,999 shares

Expires 2025-01-21

F8 · reported_value: On July 21, 2023, in exchange for $100,000 in cash, the reporting person acquired from the Company an Asset-Backed Secured Promissory Note with a principal amount of $149,992.50. Pursuant to a letter agreement between the Company and the reporting person, dated as of July 21, 2023, the Company agreed to issue to the reporting person on January 21, 2024 a Future Advance Convertible Promissory Note with a principal amount of $149,992.50 and two Common Stock Purchase Warrants, one with an exercise price of $15.00 per share and one with an exercise price of $25.13 per share, each of which were exercisable for 9,999 shares of common stock.

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January 21, 2024 Filed Jun 12, 2025 16:18 UTC Disposition to issuerAsset-Backed Secured Promissory Note · Derivative Not disclosed $0.00 $149,992.50
Disclosure

SEC source: 0001437749-25-020194 · rdgdoc.xml · derivative · entry 27

Stolarski Anthony Michael · CIK 0001683425 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2024-01-21

F8 · derivative.exercise_price: On July 21, 2023, in exchange for $100,000 in cash, the reporting person acquired from the Company an Asset-Backed Secured Promissory Note with a principal amount of $149,992.50. Pursuant to a letter agreement between the Company and the reporting person, dated as of July 21, 2023, the Company agreed to issue to the reporting person on January 21, 2024 a Future Advance Convertible Promissory Note with a principal amount of $149,992.50 and two Common Stock Purchase Warrants, one with an exercise price of $15.00 per share and one with an exercise price of $25.13 per share, each of which were exercisable for 9,999 shares of common stock.

F8 · derivative.exercise_date: On July 21, 2023, in exchange for $100,000 in cash, the reporting person acquired from the Company an Asset-Backed Secured Promissory Note with a principal amount of $149,992.50. Pursuant to a letter agreement between the Company and the reporting person, dated as of July 21, 2023, the Company agreed to issue to the reporting person on January 21, 2024 a Future Advance Convertible Promissory Note with a principal amount of $149,992.50 and two Common Stock Purchase Warrants, one with an exercise price of $15.00 per share and one with an exercise price of $25.13 per share, each of which were exercisable for 9,999 shares of common stock.

F8 · derivative.underlying: On July 21, 2023, in exchange for $100,000 in cash, the reporting person acquired from the Company an Asset-Backed Secured Promissory Note with a principal amount of $149,992.50. Pursuant to a letter agreement between the Company and the reporting person, dated as of July 21, 2023, the Company agreed to issue to the reporting person on January 21, 2024 a Future Advance Convertible Promissory Note with a principal amount of $149,992.50 and two Common Stock Purchase Warrants, one with an exercise price of $15.00 per share and one with an exercise price of $25.13 per share, each of which were exercisable for 9,999 shares of common stock.

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December 30, 2023 Filed Jan 3, 2024 23:31 UTC
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 2,500,000 Not disclosed Strike: $0.04 Not disclosed
Disclosure

SEC source: 0000919574-24-000048 · ownership.xml · derivative · entry 16

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote.

Disclosed balance after: 2,500,000

Underlying: Common Stock, par value $0.001 · 2,500,000 shares

Expires 2028-12-30

F25 · price: The warrant may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the warrants related, which is substantially similar to the Common Stock Purchase Warrant included as Exhibit 4.2+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F24 · derivative.exercise_date: The exercise of the reported warrants are subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant, including the limitation that such warrants are not currently exercisable into shares until such time as the Issuer's authorized and unissued shares are at a number sufficient to permit the exercise of all warrants and the conversion or exercise of all other share equivalents. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the warrants related, which is substantially similar to the Common Stock Purchase Warrant included as Exhibit 4.2+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F26 · balance_after: Based on the formula contained in the Common Stock Purchase Warrant, the reporting persons may be entitled to receive up to 2,500,000 shares of Common Stock.

F3 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of Explorer, (ii) Manchester PR, the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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December 30, 2023 Filed Jan 3, 2024 23:31 UTC
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
OtherCommon Stock Purchase Warrant · Derivative 2,500,000 Not disclosed Strike: $0.07 Not disclosed
Disclosure

SEC source: 0000919574-24-000048 · ownership.xml · derivative · entry 15

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote.

Disclosed balance after: 2,500,000

Underlying: Common Stock, par value $0.001 · 2,500,000 shares

Expires 2028-12-30

F25 · price: The warrant may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the warrants related, which is substantially similar to the Common Stock Purchase Warrant included as Exhibit 4.2+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F24 · derivative.exercise_date: The exercise of the reported warrants are subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant, including the limitation that such warrants are not currently exercisable into shares until such time as the Issuer's authorized and unissued shares are at a number sufficient to permit the exercise of all warrants and the conversion or exercise of all other share equivalents. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the warrants related, which is substantially similar to the Common Stock Purchase Warrant included as Exhibit 4.2+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F26 · balance_after: Based on the formula contained in the Common Stock Purchase Warrant, the reporting persons may be entitled to receive up to 2,500,000 shares of Common Stock.

F3 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of Explorer, (ii) Manchester PR, the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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December 30, 2023 Filed Jan 3, 2024 23:31 UTC
MANCHESTER MANAGEMENT CO LLCDirector by Deputization
Manchester Explorer, L.P.Director by Deputization
MANCHESTER MANAGEMENT PR, LLCDirector by Deputization
FRANK MORGAN C.10% owner · Director by Deputization
BESSER JAMES EDirector by Deputization
OtherFuture Advance Convertible Promissory Note · Derivative Not disclosed Not disclosed Strike: $0.04 $100,000.00
Disclosure

SEC source: 0000919574-24-000048 · ownership.xml · derivative · entry 14

MANCHESTER MANAGEMENT CO LLC · CIK 0001169253 · Director by Deputization

Manchester Explorer, L.P. · CIK 0001411524 · Director by Deputization

MANCHESTER MANAGEMENT PR, LLC · CIK 0001735534 · Director by Deputization

FRANK MORGAN C. · CIK 0001593072 · 10% owner · Director by Deputization

BESSER JAMES E · CIK 0001512127 · Director by Deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote.

Disclosed balance after: 100,000

Underlying: Common Stock, par value $0.001 · Not disclosed shares

Expires not disclosed

F21 · reported_value: The Reporting Persons are entitled to a number of shares of Common Stock by dividing (x) the sum of (A) the portion of the principal to be converted, redeemed or otherwise with respect to which this determination is being made and (B) accrued and unpaid interest with respect to such principal, and (y) $0.04. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the notes related, which is substantially similar to the Future Advance Convertible Promissory Note included as Exhibit 4.1+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F21 · price: The Reporting Persons are entitled to a number of shares of Common Stock by dividing (x) the sum of (A) the portion of the principal to be converted, redeemed or otherwise with respect to which this determination is being made and (B) accrued and unpaid interest with respect to such principal, and (y) $0.04. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the notes related, which is substantially similar to the Future Advance Convertible Promissory Note included as Exhibit 4.1+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F22 · derivative.exercise_date: The exercise of the Future Advance Convertible Promissory Note is subject to limitations and conditions on exercise, including the limitation that such notes are not currently exercisable into shares until such time as the Issuer's authorized and unissued shares are at a number sufficient to permit the exercise of all warrants and the conversion or exercise of all other share equivalents. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the notes related, which is substantially similar to the Future Advance Convertible Promissory Note included as Exhibit 4.1+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F23 · derivative.expiration_date: After all principal, accrued interest and other amounts at any time owed on the note have been paid in full, the note shall automatically be deemed canceled, shall be surrendered to the Issuer for cancellation and shall not be reissued. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the notes related, which is substantially similar to the Future Advance Convertible Promissory Note included as Exhibit 4.1+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F21 · derivative.underlying_shares: The Reporting Persons are entitled to a number of shares of Common Stock by dividing (x) the sum of (A) the portion of the principal to be converted, redeemed or otherwise with respect to which this determination is being made and (B) accrued and unpaid interest with respect to such principal, and (y) $0.04. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the notes related, which is substantially similar to the Future Advance Convertible Promissory Note included as Exhibit 4.1+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F21 · balance_after: The Reporting Persons are entitled to a number of shares of Common Stock by dividing (x) the sum of (A) the portion of the principal to be converted, redeemed or otherwise with respect to which this determination is being made and (B) accrued and unpaid interest with respect to such principal, and (y) $0.04. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by the full agreement to which the notes related, which is substantially similar to the Future Advance Convertible Promissory Note included as Exhibit 4.1+ of the Issuer's S-1/A filed on September 29, 2023, which is incorporated by reference.

F3 · ownership.nature: The reported securities and warrants are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of Explorer, (ii) Manchester PR, the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.