Pursuant to Rule 416 under the Securities Act, this registration statement shall also cover any additional shares of Common Stock which become issuable under the 2018 Plan and the 2018 ESPP by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of the Registrant’s outstanding shares of Common Stock.
The price of $6.30 per share, which is 85% of the average of the high and low sale prices of the Common Stock of the Registrant as reported on the Nasdaq Capital Market on March 9, 2026, is set forth solely for purposes of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act of 1933 and has been used as these shares are without a fixed price. Pursuant to the 2018 ESPP, the purchase price of the shares of Common Stock reserved for issuance thereunder will be 85% of the fair market value of a share of Common Stock on the first trading day of the offering period or on the exercise date, whichever is less.
Represents shares of Common Stock that were automatically added to the shares authorized for issuance under the 2018 ESPP, effective as of January 1, 2026 pursuant to an “evergreen” provision contained in the 2018 ESPP. Pursuant to such provision, an additional number of shares will automatically be added to the shares authorized for issuance under the 2018 ESPP on January 1 of each year. Shares available for issuance under the 2018 ESPP were previously registered on registration statements on Form S-8 filed with the Securities and Exchange Commission on October 2, 2020 (File No. 333-249275), November 12, 2020 (File No. 333-250033), March 12, 2021 (File No. 333-254192), August 12, 2021 (File No. 333-258763), March 16, 2022 (File No. 333-263588), March 15, 2023 (File No. 333-270560), August 9, 2023 (File No. 333-273834), August 9, 2023 (File No. 333-249275), March 19, 2024 (File No. 333-249275), March 19, 2024 (File No. 333-278063) and March 6, 2025 (File No. 333-285610).