Item 3.02 Unregistered Sales of Equity Securities.

On November 14-16, 2022, the company completed the placement of 2,357,273 shares of its common stock, par value, $0.001 per share, in a private sale to individual purchasers at a price of $2.20 per share, for aggregate proceeds in the amount of $5,186,000. All of the purchasers are accredited, sophisticated investors, and the issuance of the shares was not in connection with any public offering in accordance with Section 4(a)(2) of the Securities Act of 1933.


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