Item 3.02. Unregistered Sale of Equity Securities.
The disclosures contained in Item 1.01 of this Current Report on Form 8-K regarding the Agreement and the Second Agreement are incorporated herein by reference.
On June 18, 2026, the Shares were issued to the Purchaser pursuant to the Agreement. On the same date, an aggregate of 216,999 shares of Class A common stock were issued to the individual purchasers pursuant to the Second Agreement. These issuances are exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance upon Section 4(a)(2) of the Securities Act.