Material Event Form 8 K

On November 21, 2024, the Company's Board of Directors approved entry into an inducement letter that provides, during the period beginning on November 21, 2024 and continuing through December 19, 2024, for the lowering of the exercise price of the Warrants (as defined below) and, for each share of common stock exercised under the Warrants, providing the participating holder with a new warrant (the "New Warrant") for that same number of shares of common stock. The reduced exercise price of the Warrants is $0.76 per share, which includes $0.13 per share that is attributable to the purchase price of the New Warrant. The New Warrant has an exercise price of $0.63 per share with an exercise period of five years. The total aggregate number of shares of common stock underlying the Warrants is equal to 3,198,082 shares. The "Warrants" consist of those certain common stock purchase warrants to purchase (i) up to 52,482 shares of our common stock, originally issued on or around September 14, 2022, (ii) up to 261,968 shares of our common stock, originally issued on or around November 8, 2023, (iii) up to 186,496 shares of our common stock, originally issued on or around April 2, 2024, and (iv) up to 2,697,136 shares of our common stock, originally issued on or around April 22, 2024.