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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of common stock, par value $0.0001 per share, of the issuer (the "Common Stock") set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount (as defined in this footnote), the shares of Common Stock to be issued upon (x) conversions of convertible promissory notes (the "Convertible Notes"), effective July 11, 2025 and December 29, 2023 respectively, held directly by the reporting person (y) exercises of a certain common stock purchase warrant of the issuer, dated July 20, 2025, held directly by the reporting person (the "Warrant") and (z) purchases by the reporting person pursuant to that certain Securities Purchase Agreement, dated as of July 28, 2025, between the issuer and the reporting person (the "ELOC Agreement") whereby, subject to certain conditions, the issuer may, at its option but subject to the Blocker Amount, require the reporting person to purchase Common Stock. The Note, Warrant and ELOC Agreement are all subject to a maximum 9.99% beneficial ownership limitation contained therein (the "Blocker Amount"). In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Report on Form S-1 filed with the U.S. Securities and Exchange Commission on August 29, 2025 (the "Form S-1"), plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G




Comment for Type of Reporting Person:  The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker Amount, the shares of Common Stock to be held indirectly by the reporting person upon (x) conversions of the Convertible Notes, (y) exercises of the Warrant and (z) purchases pursuant to the ELOC Agreement. The Notes, Warrants and ELOC Agreement are all, in the aggregate, limited by the Blocker Amount. In Row (11) the percentage is based on (i) 36,088,877 shares of Common Stock outstanding, as reported by the issuer in its Form S-1, plus 900,000 shares of Common Stock received by Ascent as part of the Warrant exercise, for a total 36,988,877 shares outstanding, and (ii) shares of Common Stock issued upon partial conversion of the Convertible Note, and the purchase of some Common Stock pursuant to the ELOC Agreement, in each case subject to the Blocker Amount.


SCHEDULE 13G



 
Ascent Partners Fund LLC
 
Signature:/s/ Ascent Partners Fund LLC
Name/Title:Mikhail Gurevich, signatory for Managing Member of Managing Member
Date:11/13/2025
 
Ascent Partners LLC
 
Signature:/s/ Ascent Partners LLC
Name/Title:Mikhail Gurevich, signatory for Managing Member
Date:11/13/2025
 
Dominion Capital LLC
 
Signature:/s/ Dominion Capital LLC
Name/Title:Mikhail Gurevich, Managing Member of Dominion Capital Holdings LLC, Manager of Dominion Capital GP LLC, Manager of Dominion Capital LLC
Date:11/13/2025
 
Dominion Capital GP LLC
 
Signature:/s/ Dominion Capital GP LLC
Name/Title:Mikhail Gurevich, Managing Member of Dominion Capital Holdings LLC, Manager of Dominion Capital GP LLC
Date:11/13/2025
 
Dominion Capital Holdings LLC
 
Signature:/s/ Dominion Capital Holdings LLC
Name/Title:Mikhail Gurevich, Managing Member
Date:11/13/2025
 
Masada Group Holdings LLC
 
Signature:/s/ Masada Group Holdings LLC
Name/Title:Alon Brenner, Managing Member
Date:11/13/2025
 
Mikhail Gurevich
 
Signature:/s/ Mikhail Gurevich
Name/Title:Mikhail Gurevich
Date:11/13/2025
 
Gennadiy Gurevich
 
Signature:/s/ Gennadiy Gurevich
Name/Title:Gennadiy Gurevich
Date:11/13/2025
 
Alon Brenner
 
Signature:/s/ Alon Brenner
Name/Title:Alon Brenner
Date:11/13/2025
Exhibit Information

Exhibit 1 - Joint Filing Agreement